The upgrade of the class A-3 note in the 1998-A transactionreflects the significant credit support available to the note overthe short expected remaining life. In its analysis, Fitch foundthe notes to pass stress scenarios consistent with the upgradedrating category of 'BBBsf'. Additionally, the level of upgradereflects the application of the 'BBsf' rating cap for pools withfewer than ten obligors.

The downgrade of the class B note in 1998-2 is due to principallosses on the note as a significant portion of the collateral poolhas defaulted. The subsequent ratings withdrawal of the notes isdue to Fitch's view that the ratings are no longer relevant to theagency's coverage, considering that the notes have defaulted.

The downgrade of the class A-3 note in the 1999-1 transaction is aresult of diminishing credit support due to principal write-downson subordinate classes. As a result, the class A-3 note is unableto sustain incremental defaults under Fitch's analysis. Fitchbelieves default on the note is imminent, resulting in a negativerating action. The subsequent ratings withdrawal of the notes isdue to Fitch's view that the ratings are no longer relevant to theagency's coverage, considering that each class has either alreadydefaulted or Fitch's expectation is that default is imminent.

The affirmations on the remaining notes reflect the notes' abilityto pass stress-case scenarios consistent with the current ratinglevels. Additionally, recovery prospects for the distressed noteshave changed, leading to a revision of the Recovery Ratings. Foradditional detail, please refer to Fitch's 'Criteria forStructured Finance Recovery Ratings', dated July 12, 2011.

The Stable Rating Outlook designation for all applicable notesreflects Fitch's view that ratings are not expected to changewithin the next 12-18 months, based on current performance.

AMAC CDO Funding I is a revolving cash CRE CDO transaction backedby a portfolio of whole loans or senior participations in wholeloans (93.7% of the pool balance), B-Notes (3.2%), and mezzanineloans (3.1%). As of the October 24, 2011 Trustee report, theaggregate Note balance of the transaction, including preferredshares, $368.1 million from $400 million at issuance, with thepaydown directed to the Class A-1 Notes, as a result of failingthe Class C par value tests.

There is one asset with a par balance of $4.7 million (1.5% of thecurrent pool balance) that is considered an Impaired Interest asof the October 24, 2011 Trustee report. This is asset is amezzanine loan. Per the governing transaction document, ImpairedInterests are defined as assets that are in default. While therehave been no realized losses to date, Moody's does expectsignificant losses to occur once they are realized.

On September 21, 2011, Moody's downgraded the long term depositratings of Bank of America, N.A. ("BANA"), the Counterparty, to A2from Aa3, while BANA's short-term rating was affirmed at Prime-1.This resulted in a "Ratings Collateralization Event" under theSwap Agreement. In response to the Ratings CollateralizationEvent, the counterparty is working on remediating actions.However, notwithstanding the Collateralization Event, BANAsatisfies Moody's current de-linking criteria (please see"Framework for De-Linking Hedge Counterparty Risks from GlobalStructured Finance Cashflow Transactions" published in October2010).

WARF is a primary measure of the credit quality of a CRE CDO pool.Moody's has completed updated credit estimates for the non-Moody'srated collateral. The bottom-dollar WARF is a measure of thedefault probability within a collateral pool. Moody's modeled abottom-dollar WARF of 7,130 compared to 7,574 at last review. Thedistribution of current ratings and credit estimates is: Aaa-Aa3(0.9% compared to 0.8% at last review), Baa1-Baa3 (0.7% comparedto 3.0% at last review), Ba1-Ba3 (6.0% compared to 3.6% at lastreview), B1-B3 (14.6% compared to 17.6% at last review), and Caa1-C (77.8% compared to 75.1% at last review).

WAL acts to adjust the probability of default of the collateral inthe pool for time. Moody's modeled to a WAL of 4.4 years comparedto 5.0 at last review.

WARR is the par-weighted average of the mean recovery values forthe collateral assets in the pool. Moody's modeled a fixed WARR of54.3% compared to 52.7% at last review.

MAC is a single factor that describes the pair-wise assetcorrelation to the default distribution among the instrumentswithin the collateral pool (i.e. the measure of diversity).Moody's modeled a MAC of 25.1% compared to 20.3% at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDOrating models, which was released on January 24, 2011.

The cash flow model, CDOEdge(R) v3.2.1.0, was used to analyze thecash flow waterfall and its effect on the capital structure of thedeal.

Changes in any one or combination of the key parameters may haverating implications on certain classes of rated notes. However, inmany instances, a change in key parameter assumptions in certainstress scenarios may be offset by a change in one or more of theother key parameters. Rated notes are particularly sensitive tochanges in recovery rate assumptions. Holding all other keyparameters static, changing the recovery rate assumption down from53% to 43% or up to 63% would result in average rating movement onthe rated tranches of 0 to 3 notches downward and 0 to 4 notchesupward, respectively.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics. Primary sources of assumption uncertaintyare the current sluggish macroeconomic environment and performancein the commercial real estate property markets. While commercialreal estate property markets are gaining momentum, a consistentupward trend will not be evident until the volume of transactionsincreases, distressed properties are cleared from the pipeline andjob creation rebounds. The hotel and multifamily sectors arecontinuing to show signs of recovery through the first half of2011, while recovery in the non-core office and retail sectors aretied to pace of recovery of the broader economy. Core officemarkets are showing signs of recovery through lending and leasingactivity. The availability of debt capital continues to improvewith terms returning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The methodologies used in this rating were "Moody's Approach toRating SF CDOs" published in November 2010, and "Moody's Approachto Rating Commercial Real Estate CDOs" published in July 2011.

Moody's said the ratings are based on the quality of theunderlying auto loans and their expected performance, the strengthof the structure, the availability of excess spread over the lifeof the transaction, the experience and expertise of AmeriCreditFinancial Services, Inc. (AmeriCredit) as servicer, and the backupservicing arrangement with Aa3-rated Wells Fargo Bank, N.A.

The principal methodology used in this rating was "Moody'sApproach to Rating U.S. Auto Loan-Backed Securities," published inMay 2011.

Moody's median cumulative net loss expectation for the AMCAR 2011-5 pool is 11.0% and total credit enhancement required to achieveAaa rating (i.e. Aaa proxy) is 40.0%. The loss expectation wasbased on an analysis of AmeriCredit's portfolio vintageperformance as well as performance of past securitizations, andcurrent expectations for future economic conditions.

The Assumption Volatility Score for this transaction is Low/Mediumversus a Medium for the sector. This is driven by the Low/Mediumassessment for Governance due to the strong back-up servicingarrangement present in this transaction in addition to the sizeand strength of AmeriCredit's servicing platform.

Moody's V Scores provide a relative assessment of the quality ofavailable credit information and the potential variability aroundthe various inputs to a rating determination. The V Score rankstransactions by the potential for significant rating changes owingto uncertainty around the assumptions due to data quality,historical performance, the level of disclosure, transactioncomplexity, the modeling and the transaction governance thatunderlie the ratings. V Scores apply to the entire transaction(rather than individual tranches).

Parameter Sensitivities are not intended to measure how the ratingof the security might migrate over time, rather they are designedto provide a quantitative calculation of how the initial ratingmight change if key input parameters used in the initial ratingprocess differed. The analysis assumes that the deal has not aged.Parameter Sensitivities only reflect the ratings impact of eachscenario from a quantitative/model-indicated standpoint.Qualitative factors are also taken into consideration in theratings process, so the actual ratings that would be assigned ineach case could vary from the information presented in theParameter Sensitivity analysis.

Moody's Investors Service did not receive or take into account athird party due diligence report on the underlying assets orfinancial instruments in this transaction.

The rating withdrawal is based on insufficient information tomaintain the ratings. The last information received from AMRESCOcovered the period ended June 30, 2011 and the servicer has notresponded to repeated requests for updated quarterly statisticswhich has traditionally been the only touch point with thisservicer during the interim between ratings updates. Thisservicer does not service any Fitch rated CMBS transactions.

ANTHRACITE CDO: Fitch Affirms Junk Ratings on 11 Note Classes-------------------------------------------------------------Fitch Ratings has affirmed 12 classes issued by Anthracite CDO IIILtd./Corp. (Anthracite CDO III). The affirmations to the seniorclasses are a result of increased credit enhancement to the notesfrom principal paydowns.

Since the last review in November 2010, approximately 29.1% of thecollateral has been downgraded while 12.8% has been upgraded.Currently, 58.1% of the portfolio has a Fitch derived rating belowinvestment grade and 32.6%% has a rating in the 'CCC' category andbelow. The class A notes have received $39 million in paydownssince the last review, including approximately $13.9 million fromassets with a Fitch derived rating of 'CCC' and below.

This transaction was analyzed under the framework described in thereport 'Global Rating Criteria for Structured Finance CDOs' usingthe Portfolio Credit Model (PCM) for projecting future defaultlevels for the underlying portfolio. The default levels were thencompared to the breakeven levels generated by Fitch's cash flowmodel of the CDO under the various default timing and interestrate stress scenarios, as described in the report 'Global Criteriafor Cash Flow Analysis in CDOs'. Fitch also analyzed thestructure's sensitivity to the assets that are distressed,experiencing interest shortfalls, and those with near-termmaturities.

Although the cash flow model passing rates for the class A notesare higher than the class' current rating, this is offset by theconcentration risk on the underlying portfolio. These notes havebeen receiving principal paydowns through principal amortization,excess spread due to failure of coverage tests, and interest ondefaulted collateral that have been reclassified as principalproceeds. The breakeven rates in Fitch's cash flow model for theclass B and C notes are generally consistent with the ratingsassigned below.

For the class D through H notes, Fitch analyzed each class'sensitivity to the default of the distressed assets ('CCC' andbelow). Given the high probability of default of the underlyingassets and the expected limited recovery prospects upon default,the class D and E notes have been affirmed at 'CCsf', indicatingdefault is probable. Similarly, the class F through H notes havebeen affirmed at 'Csf', indicating that default is inevitable.The class D through H notes are currently receiving interest paidin kind (PIK) whereby the principal amount of the notes is writtenup by the amount of interest due.

The Positive Outlook on the class A notes is primarily driven bythe significant cushion in the modeling results as well as thecontinued pay downs to the structure, both of which serve tomitigate potential further deterioration in the portfolio.Similarly, the Stable Outlook on the class B notes reflects thecushion in the passing rating while taking into account theconcentration risk and risk of further interest shortfalls.

Arbor Realty Mortgage Securities 2005-1, Ltd. is a static(reinvestment period ended in April 2011) cash CRE CDO transactionbacked by a portfolio of a-notes and whole loans (47.6% of thepool balance), b-notes (27.6%), mezzanine loans (19.0%), rakebonds (3.7%) and CRE CDO (2.1%). As of the October 21, 2011 NoteVauation report, the aggregate Note balance of the transaction,including preferred shares, has decreased to $463.7 million from$475.0 million at issuance. The paydown was directed to the ClassC, Class D, Class E, Class F, Class G, and Class H Notes duringthe reinvestment period as a result of a "junior-turbo" featurethat directed excess interest proceeds to paydown these notes.Since the end of the reinvestment period, the paydown has beendirected in a senior sequential priority. Additionally, theoutstanding note balance of the preferred shares increased to$131.3 million from $118.8 million at issuance as the result of asponsor equity contribution feature as specified in the governingtransaction documents.

There is one asset with a par balance of $4.0 million (0.9% of thecurrent pool balance) that is considered Defaulted Securities asof the October 21, 2011 Note Valuation report. While there havebeen no realized losses to the bond balance to date, Moody's doesexpect low to moderate losses to occur once they are realized.

WARF is a primary measure of the credit quality of a CRE CDO pool.Moody's has completed updated credit estimates for the non-Moody'srated collateral. The probability of default WARF is a measure ofthe default probability within a collateral pool. Moody's modeleda bottom-dollar WARF of 6,940 compared to 5,320 at last review.The distribution of current ratings and credit estimates is: Aaa-Aa3 (0.5% compared to 0.6% at last review), A1-A3 (7.1% comparedto 0.0% at last review), Baa1-Baa3 (0.0% compared to 0.9% at lastreview), Ba1-Ba3 (3.1% compared to 4.7% at last review), B1-B3(11.4% compared to 30% at last review), and Caa1-C (77.6% comparedto 63.8% at last review).

WAL acts to adjust the probability of default of the collateral inthe pool for time. Moody's modeled to a WAL of 3.5 years comparedto 4.2 at last review.

WARR is the par-weighted average of the mean recovery values forthe collateral assets in the pool. Moody's modeled a fixed WARR of27.5% compared to 29.1% at last review.

MAC is a single factor that describes the pair-wise assetcorrelation to the default distribution among the instrumentswithin the collateral pool (i.e. the measure of diversity).Moody's modeled a MAC of 99.9% compared to 16.8% at last review.The higher MAC is due to the high concentration of high defaultprobability collateral within a few collateral names.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDOrating models, which was released on January 24, 2011.

The cash flow model, CDOEdge(R) v3.2.1.0, was used to analyze thecash flow waterfall and its effect on the capital structure of thedeal.

Changes in any one or combination of the key parameters may haverating implications on certain classes of rated notes. However, inmany instances, a change in key parameter assumptions in certainstress scenarios may be offset by a change in one or more of theother key parameters. Rated notes are particularly sensitive tochanges in recovery rate assumptions. Holding all other keyparameters static, changing the recovery rate assumption down from27.5% to 17.5% or up to 37.5% would result in average modeledrating movement on the rated tranches of 0 to 6 notches downwardand 0 to 6 notches upward, respectively.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expectedrange will not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics. Primary sources of assumption uncertaintyare the current sluggish macroeconomic environment and performancein the commercial real estate property markets. While commercialreal estate property markets are gaining momentum, a consistentupward trend will not be evident until the volume of transactionsincreases, distressed properties are cleared from the pipeline andjob creation rebounds. The hotel and multifamily sectors arecontinuing to show signs of recovery through the first half of2011, while recovery in the non-core office and retail sectors aretied to pace of recovery of the broader economy. Core officemarkets are showing signs of recovery through lending and leasingactivity. The availability of debt capital continues to improvewith terms returning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The methodologies used in this rating were "Moody's Approach toRating SF CDOs" published in November 2010, and "Moody's Approachto Rating Commercial Real Estate CDOs" published in July 2011.

"The upgrades reflect improved performance we have observedin the deal's underlying asset portfolio since our March 2010rating actions. As of the Oct. 20, 2011, trustee report, thetransaction held $1.9 million in defaulted assets. This wasdown from $14.1 million in defaulted assets noted in theFebruary 2010 trustee report, which we referenced for ourMarch 2010 rating actions. Also, as of October 2011, thetransaction held $19.4 million in assets from underlyingobligors with ratings in the 'CCC' range, compared with$65.2 million in 'CCC' rated assets held in February 2010,"S&P related. As of the October 2011 trustee report, each ofthe transaction's overcollateralization (O/C) ratios hasimproved since February 2010:

The class A/B O/C ratio is 126.7% versus 122.3%;

The class C O/C ratio is 119.8% versus 115.7%;

The class D O/C ratio is 110.7% versus 106.9%; and

The class E O/C ratio is 107.2% versus 103.5%.

"The improvement in the O/C ratios helped to mitigate obligorconcentration risk in the portfolio, as the class E notes wereable to withstand the specified combination of underlying assetdefaults at the 'B (sf)' rating category in our largest obligordefault test," S&P said.

The affirmation of the class A notes reflects the availability ofcredit support at the current rating level.

"We will continue to review our ratings on the notes and assesswhether, in our view, the ratings remain consistent with thecredit enhancement available to support them and take ratingactions as we deem necessary," S&P said.

As of the October 2011 distribution date, the pool's aggregateprincipal balance has been paid down by 6.3% to $3.3 billion from$3.52 billion at issuance. No loans have defeased since issuance.Interest shortfalls are currently affecting classes H through S.

The largest contributor to expected losses is the Second & Senecaloan (5.2% of the pool), which is secured by an approximately500,000 square foot (sf) office property in downtown Seattle, WA.As of October 2011, the balance of the loan was $170 million,which consisted of a $153.3 million A-note and $16.7 million B-note resulting from a modification. The loan was previously inspecial servicing, having transferred in June 2009 for imminentdefault due to the loss of a major tenant. In June 2010, amodification closed in which the borrower paid down the debt by $5million and the note was split into two tranches. The loanreturned to the master servicer in September 2010. However,occupancy remains low and servicer-reported net operating income(NOI) in 2010 was insufficient to cover the modified debt service.Despite this, the loan has remained current as of the October 2011distribution date.

The next largest contributor to expected losses is the PacificaTower loan (5%), which is secured by a 314,074 sf office towerthat is part of the Plaza at La Jolla office development, a six-building property that features 825,000 sf of office space spreadover 17 acres located in the Golden Triangle/University TownCenter submarket of San Diego, CA. The balance of the 10.5-year,interest-only loan was $166.3 million as of October 2011. Theproperty is highly leveraged and has significant upcoming rolloverwith in-place rents well above market.

The third largest contributor to expected losses is the PacificShores Building 9 & 10 loan (5.6%), which is secured by twobuildings in a 10-building office development in Redwood City, CA(Silicon Valley). The collateral consists of a 283,015 sf class Aoffice building and a 164,732 sf flex industrial building.Property cash flow is expected to dramatically decline in 2013after an in-place lease expires and a new lease goes into effectat a rate less than half that of the current rate.

Fitch downgrades these classes and assigns or revises theRecovery Rating (RR) as indicated:

-- $241.7 million class A-J to 'CCCsf/RR1' from 'Bsf'; -- $35.2 million class B to 'CCCsf/RR1' from 'B-sf'; -- $26.4 million class L to 'CCsf/RR6' from 'CCCsf/RR1'; -- $4.4 million class M to 'CCsf/RR6' from 'CCCsf/RR1'.

Fitch downgrades these classes:

-- $43.9 million class K to 'CCsf/RR1' from 'CCCsf/RR1'; -- $17.6 million class N to 'CCsf/RR6' from 'CCCsf/RR6'; -- $4.4 million class O to 'CCsf/RR6' from 'CCCsf/RR6'.

"Our rating actions follow our analysis of the transactionprimarily using our U.S. CMBS conduit/fusion criteria. Ouranalysis included a review of the credit characteristics ofall of the remaining loans in the pool, the transactionstructure, and the liquidity available to the trust. Usingservicer-provided financial information, we calculated anadjusted debt service coverage (DSC) of 1.20x and loan-to-value(LTV) ratio of 146.7%. We further stressed the loans' cash flowsunder our 'AAA' scenario to yield a weighted average DSC of 0.65xand an LTV ratio of 214.7%. The implied defaults and loss severityunder the 'AAA' scenario were 99.1% and 53.5%. The DSC and LTVcalculations we exclude the transaction's 12 specially servicedassets ($213.8 million, 6.5%). We separately estimated losses forthese assets, which we included in our 'AAA' scenario implieddefault and loss severity figures," S&P said.

"The downgrades further reflect our analysis of interestshortfalls that have affected the trust and consequently, reducedliquidity support available from interest shortfalls related tothe specially serviced assets. As of the Oct. 11, 2011, remittancereport, the trust had experienced monthly interest shortfallstotaling $1.0 million. The monthly interest shortfalls affectedclass H and all classes subordinate to it. Classes H through Q arecurrently rated 'D (sf)' by Standard & Poor's," S&P related.

The affirmations of the ratings on the principal and interestcertificates reflect subordination levels and liquidity that isconsistent with the outstanding ratings. "We affirmed our 'AAA(sf)' rating on the class XW interest-only (IO) certificate basedon our current criteria," S&P said.

Credit Considerations

As of the Oct. 11, 2011, remittance report, 12 assets($213.8 million, 6.5%) in the pool were with the specialservicer, LNR Partners LLC (LNR). The reported paymentstatus of these assets as of the Oct. 11, 2011, remittancereport is: one is real estate owned (REO) ($7.3 million,0.2%), four are in foreclosure ($114.1 million, 3.5%), andseven are 90-plus-days delinquent ($92.4 million, 2.8%).Eleven ($208.7 million, 6.3%) of the 12 specially servicedassets have appraisal reduction amounts (ARAs) in effecttotaling $102.7 million. One of the top 10 loans ($86.0 million,2.6%) is specially serviced.

The Metropolis Shopping Center loan ($86.0 million, 2.6%) is the10th-largest loan in the pool and the largest asset with thespecial servicer. The loan is secured by a 507,770-sq.-ft. retailproperty in Plainfield, Ind. The loan was transferred to thespecial servicer on Nov. 22, 2010, for imminent default. The assetis classified as being in foreclosure. A $54.8 million ARA wasreported for the loan. "We expect a significant loss upon theeventual resolution of this loan," S&P said.

The remaining 11 assets with the special servicer ($127.8 million;3.9%) individually represent less than 0.9% of the total poolbalance. Ten of the 11 assets have ARAs in effect, with anaggregate amount of $47.9 million. "We estimated losses for all 11assets, resulting in a weighted-average loss severity of 54.6%,"S&P related.

Transaction Summary

As of the Oct. 11, 2011, remittance report, the transactionhad an aggregate trust balance of $3.30 billion (146 loans andone REO asset), compared with $3.52 billion (151 loans) atissuance. Bank of America N.A., the master servicer, providedfinancial information for 98.9% of the pool (by balance), themajority of which reflected full-year 2010 financial data. "Wecalculated a weighted-average DSC of 1.19x for the loans in thepool based on the reported figures. Our adjusted DSC and LTVratio were 1.20x and 146.7%. Our adjusted figures exclude thetransaction's 12 ($213.8 million, 6.5%) specially serviced assets,which had a weighted-average reported DSC of 0.74x. Thirty-twoloans ($973.4 million, 29.5%) are on the master servicer'swatchlist, including four of the top 10 loans. Thirty-sevenloans ($1.18 billion, 35.9%) had a reported DSC of less than1.10x, 28 of which ($1.07 billion, 32.5%) had a reported DSCof less than 1.00x," S&P related.

Summary of Top 10 Loans

"The top 10 loans have an aggregate outstanding trust balance of$1.71 billion (51.8%). Using servicer-reported information, wecalculated a weighted-average DSC of 1.11x for nine of the top 10loans. The 10th-largest loan is with the special servicer. Ouradjusted DSC and LTV figures for nine of the top 10 loans were1.08x and 168.9%. Four ($711.3 million, 21.7%) of the top 10 loansare on the master servicer's watchlist," S&P related.

The Renaissance Mayflower Hotel loan ($200.0 million, 6.1%) isthe second-largest loan in the pool, and the largest loan on themaster servicer's watchlist. The loan is secured by a 657-roomlodging property in Washington, DC. The loan appears on the masterservicer's watchlist for low reported DSC. As of June 2011,reported DSC and occupancy were 0.78x and 67.7%.

The Rockwood Ross Multifamily loan is the fifth-largest loan inthe pool, and the second-largest loan on the master servicer'swatchlist. The loan has a trust balance of $175.0 million (5.3%)and a whole loan balance of $275.0 million. The loan is secured byseven multifamily properties totaling 2,508 units in Maryland andVirginia. The loan appears on the master servicer's watchlist forlow reported DSC. Reported DSC and consolidated occupancy were0.99x and 93.5% as of December 2010 and June 2011.

The Second & Seneca loan ($170.0 million, 5.2%) is the sixth-largest loan in the pool, and third-largest loan on the masterservicer's watchlist. The loan is secured by a 497,271-sq.-ft.office in Seattle, Wash. The loan appears on the master servicer'swatchlist for low reported occupancy at the collateral property.Reported DSC and occupancy were 0.71x as of December 2010 and68.3% as of March 2011.

The Pacifica Tower loan is the seventh-largest loan in the pooland the fourth-largest loan on the master servicer's watchlist.The loan has a trust balance of $166.3 million (5.1%) and a whole-loan balance of $183.5 million. The loan is secured by a 314,118-sq.-ft. office in San Diego, Calif. The loan appears on the masterservicer's watchlist for low reported DSC. As of March2011, reported DSC and occupancy were 0.92x and 94.1%.

"Our rating actions follow our analysis of the transactionprimarily using our U.S. CMBS conduit/fusion criteria. Ouranalysis included a review of the credit characteristics ofall of the loans in the pool, the transaction structure, and theliquidity available to the trust. The downgrade to 'D (sf)' on theclass H certificates reflects credit support erosion that weanticipate will occur upon the eventual resolution of the fourspecially serviced assets ($21.8 million, 2.8%) and the monthlyinterest shortfalls that are affecting the trust; we believe theresulting accumulated interest shortfalls will remain outstandingfor the foreseeable future," S&P said.

The affirmed ratings on the pooled principal and interestcertificates reflect subordination levels and liquidity that isconsistent with the outstanding ratings. "We affirmed our 'AAA(sf)' rating on the X interest-only (IO) certificates based on ourcurrent criteria," S&P related.

"The class 'UH' raked certificates derive 100% of their cash flowfrom the subordinate, nonpooled junior portion of the U-HaulPortfolio loan and the class 'SS' raked certificates derive 100%of their cash flow from the subordinate, nonpooled junior portionof the 17 State Street loan. The analysis of the ratings on theraked certificates was consistent with the rating approachoutlined in the Approach and Surveillance Sections of the J.P.Morgan Chase Commercial Mortgage Securities Trust 2011-FL1 PresaleReport, published Nov. 8, 2011," S&P said.

"Our analysis included a review of the credit characteristics ofthe remaining assets in the pool. Using servicer-providedfinancial information, we calculated an adjusted debt servicecoverage (DSC) of 1.58x and a loan-to-value (LTV) ratio of 73.3%for the loans in the pool. We further stressed the loans' cashflows under our 'AAA' scenario to yield a weighted average DSC of1.28x and an LTV ratio of 91.0%. The implied defaults and lossseverity under the 'AAA' scenario were 22.7% and 24.7%. Thesefigures exclude eight defeased loans ($52.6 million, 6.8%). Weseparately estimated losses for three of the four speciallyserviced and included them in our 'AAA' scenario implied defaultand loss severity figures," S&P related.

As of the Oct. 11, 2011 trustee remittance report, the trust hasexperienced monthly interest shortfalls totaling $44,943. Thetotal interest shortfall amount primarily reflects ASERs in theamount of $27,850 and special servicing and workout fees of$4,566. "The interest shortfalls affected all classes subordinateto and including class H. Class H experienced cumulative interestshortfalls for five consecutive months, and we expect theseinterest shortfalls to continue in the near term. Consequently,we lowered the rating of the class H certificates to 'D (sf)',"S&P said.

Credit Considerations

As of the Oct. 11, 2011 trustee remittance report, four loans($21.8 million; 2.8%) in the pool were with the special servicer,Midland Loan Services Inc. (Midland). The reported payment statusof these loans as of the Oct. 11, 2011, trustee remittance reportis: two are 90-plus-days delinquent ($13.1 million; 1.7%); oneis a matured balloon ($3.5 million, 0.5%); and one is current($5.3 million; 0.7%). Two loans ($13.1 million, 1.7%) haveappraisal reduction amounts (ARAs) in effect totaling$6.2 million. Details of the two largest specially servicedloans are:

The Lexington Park Apartments loan ($8.0 million, 1.0%), is thelargest asset with the special servicer and is secured by a 362-unit multifamily property built in 1964, renovated in 2003 inMinneapolis, Mn. The loan was transferred to the special servicerdue to imminent monetary default on July 22, 2010. An ARA of$4.7 million is in effect against this asset. The borrower andMidland are currently negotiating a loan modification. In theevent an agreement is not reached, Midland expects to pursueforeclosure or a receivership sale. The DSC for the loan was 0.40xfor the six months ended June 30, 2011, and occupancy was 41.1% asof September 2011. "We expect a significant loss upon theresolution of this loan," S&P said.

The Pines Corporate Center loan ($5.3 million, 0.7%) is securedby a 100,240-sq-ft. office building in Las Vegas. The loan wastransferred to the special servicer on Jan. 6, 2010, due toimminent default. The loan was under receivership and was sold viaan assumption and loan modification on June 10, 2011; the loanwill be transferred back to the master servicer later this month.Midland indicated that a workout fee will not be paid by theborrower.

The remaining two assets with the special servicer ($8.5 million;1.1%) have individual balances of less than $5.1 million andindividually represent less than 1% of the total pool balance. A$1.5 million ARA is in effect for one of the two remaining assets."We estimated losses for these two assets at a weighted-averageloss severity of 20.6%," S&P said.

Transaction Summary

As of the Oct. 11, 2011 trustee remittance report, the transactionhad an aggregate trust balance of $777.8 million (70 loans),compared with $1.2 billion (94 loans) at issuance. Bank of AmericaN.A. (Bank of America), the master servicer, provided financialinformation for 99.3% of the pool (by balance), which wasprimarily full-year 2010 information. "We calculated a weighted-average DSC of 1.71x for the loans in the pool based on thereported figures. Our adjusted DSC and LTV were 1.58x and 73.3%,which exclude three of the four ($16.5 million; 2.1%) of thetransaction's specially serviced assets, as well as eight defeasedloans ($52.5 million, 6.8%). The trust has experienced fourprincipal losses to date totaling $38.6 million. Seventeenloans ($104.8 million, 13.5%) are on the master servicer'swatchlist, including one of the top 10 loans. One loan($15.9 million, 2.1%) has a reported DSC between 1.00x and1.10x, and nine loans ($67.1 million, 8.6%) have reported DSCsof less than 1.00x," S&P said.

Summary of Top 10 Loans

The top 10 loans have an aggregate outstanding trust balance of$351.9 million (54.9%). "Using servicer-reported information, wecalculated a weighted-average DSC of 1.88x for the top 10 loans.Our adjusted DSC and LTV figures for the top 10 loans were 1.65xand 65.2%. The two largest loans in the pool, the U-Haul Portfolioand the 17 State Street loan, have nonpooled classes ofcertificates that derive 100% of their cash flows from thesubordinate portion of these loans. One of the top 10loans ($15.9 million, 2.1%) is on the master servicer'swatchlist," S&P said.

The U-Haul Portfolio loan is the largest loan in the poolwith a whole-loan balance of $156.5 million, which consistsof a $93.9 million senior pooled balance, and a $62.6 millionsubordinate, nonpooled balance. The loan is secured by a 78-property, 44,931-unit self-storage portfolio located throughoutthe country. As of the nine months ended Sept. 30, 2009, theportfolio had a DSC of 2.32x and was 100% occupied. "Based on ourcurrent valuation using an adjusted net cash flow, our adjustedwhole loan-to-value (LTV) ratio is 63.4%. Our adjusted valuationfor this loan has declined by 1% since issuance," S&P related.

The 17 State Street loan is the second-largest loan in thepool with a whole-loan balance of $104.3 million, whichconsists of a $69.3 million senior pooled balance, and a$12.5 million subordinate, nonpooled balance. In addition,there is a $21.0 million B note, which is held outside thetrust. The loan is secured by a 531,521-sq.-ft.office buildingin downtown Manhattan. As of Dec. 31, 2010, the A note DSC forthe property was 2.36x and the whole-loan DSC for the propertywas 1.80x. Occupancy was 85.4% as of March 31, 2011. "Based onour current valuation using an adjusted net cash flow, ouradjusted whole LTV ratio is 66.9%. Our adjusted valuation forthis loan has declined by 9.1% since issuance," S&P said.

The University Office Plaza I and II loan ($15.9 million, 2.1%),the largest loan on Bank of America's watchlist and the 10th-largest loan in the pool, is secured by two office propertiesaggregating 192,180 sq. ft. in Hamilton, N.J. The loan is on themaster servicer's watchlist due to a decrease in occupancy. TheNew Jersey Department of Health occupied two suites totaling54,589 sq ft or 70.9% of the net rentable area of the property.According to the master servicer, the State of New Jersey vacatedthe entire premises in accordance with a cost-saving directiveissued by former Governor Corzine for the State government inJanuary 2010. As of Dec. 31, 2010, the reported DSC was 1.07x;the reported occupancy as of April 30, 2011, was 69.7%.

Standard & Poor's stressed the loans in the pool according to itscriteria and the resultant credit enhancement levels areconsistent with its lowered and affirmed ratings.

BofAML's primary servicer rating is based on the bank'sexperienced management and staff, its strong use of technology andthe continued refinement of its comprehensive quality assuranceprogram. The master servicer rating reflects the bank's provenability to oversee third-party servicers and to accurately reportand remit to CMBS trustees. The special servicer rating is basedon the bank's demonstrated ability to workout, manage andliquidate nonperforming loans and real estate owned (REO)properties in CMBS transactions. Each of the ratings reflects thefinancial condition of Bank of America Corporation and itscommitment to commercial mortgage servicing.

As of Sept. 30, 2011, BofAML's total commercial mortgage servicingportfolio consisted of 10,050 loans with a principal balance of$120 billion of which 4,490 loans totaling $80.4 billion wereCMBS. As of the same date, the bank was named master servicer on53 CMBS transactions, overseeing 11 primary servicers who serviced1,142 loans totaling $10.237 billion. Also as of Sept. 30, 2011,BofAML was named special servicer on 14 large loan and singleasset CMBS transactions totaling $17.9 billion and was activelyspecial servicing 11 CMBS loans totaling $2.1 billion.

The affirmations are due to key parameters, including Moody'sloan to value (LTV) ratio, Moody's stressed debt service coverageratio (DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges. Based on Moody's current base expected loss,the credit enhancement levels for the affirmed classes aresufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of10.0% of the current balance. At last review, Moody's cumulativebase expected loss was 9.0%. Moody's stressed scenario loss is19.5% of the current balance. Depending on the timing of loanpayoffs and the severity and timing of losses from speciallyserviced loans, the credit enhancement level for investment gradeclasses could decline below the current levels. If futureperformance materially declines, the expected level of creditenhancement and the priority in the cash flow waterfall may beinsufficient for the current ratings of these classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expectedrange will not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics.

Primary sources of assumption uncertainty are the currentsluggish macroeconomic environment and performance in thecommercial real estate property markets. While commercial realestate property markets are gaining momentum, a consistent upwardtrend will not be evident until the volume of transactionsincreases, distressed properties are cleared from the pipeline andjob creation rebounds. The hotel and multifamily sectors arecontinuing to show signs of recovery through the first half of2011, while recovery in the non-core office and retail sectors aretied to pace of recovery of the broader economy. Core officemarkets are showing signs of recovery through lending and leasingactivity. The availability of debt capital continues to improvewith terms returning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The principal methodology used in this rating was "Moody'sApproach to Rating U.S. CMBS Conduit Transactions" published inSeptember 2000.

Moody's review incorporated the use of the excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a paydown analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity, is aprimary determinant of pool level diversity and has a greaterimpact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on thecredit estimate of the loan which corresponds to a range of creditenhancement levels. Actual fusion credit enhancement levels areselected based on loan level diversity, pool leverage and otherconcentrations and correlations within the pool. Negative pooling,or adding credit enhancement at the credit estimate level, isincorporated for loans with similar credit estimates in the sametransaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 32 compared to 25 at Moody's prior review. Herfincreased since the prior review due to the deleveraging of theBeacon D.C. & Seattle Pool Loan.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated December 17, 2010.

DEAL PERFORMANCE

As of the October 14, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 8% to $3.05 billionfrom $3.31 billion at securitization. The Certificates arecollateralized by 250 mortgage loans ranging in size from lessthan 1% to 11% of the pool, with the top ten non-defeased loansrepresenting 40% of the pool.

Seventy-seven loans, representing 24% of the pool, are on themaster servicer's watchlist. The watchlist includes loans whichmeet certain portfolio review guidelines established as part ofthe CRE Finance Council (CREFC) monthly reporting package. As partof Moody's ongoing monitoring of a transaction, Moody's reviewsthe watchlist to assess which loans have material issues thatcould impact performance.

Eight loans have been liquidated from the pool, resulting in arealized loss of $23.5 million (63% loss severity). Currentlytwenty-one loans, representing 18% of the pool, are in specialservicing. The largest specially serviced loan is the Beacon D.C.& Seattle Pool Loan ($338.2 million -- 11.1% of the total pool)which represents a pari-passu interest in a $1.9 billion(originally $2.7 billion) first mortgage loan spread across fiveother CMBS deals. After the releases of six individual propertieswith applicable loan pay-downs, the loan currently is secured by13 mortgaged (originally 17 mortgaged properties atsecuritization) office properties, as well as an excess cash flowpledge on one property (originally three cash flow pledgedproperties at securitization), located in Seattle/BellevueWashington, northern Virginia, and Washington, D.C currentlytotaling 7.3 million square feet (SF). Overall, the portfolio is84% leased but regionally, the Seattle/Bellevue properties are 78%leased while the Washington D.C. properties are 92% leased. Thisloan was transferred to special servicing in April 2010 due toimminent default. As a result, the loan was modified in December2010 and is current. The loan modification includes a five-yearextension, a coupon reduction (if a minimum $900MM loan principalpay-down is made by the target date of 5/7/12) along with anunpaid interest accrual feature and a yield maintenance periodwaiver to facilitate property sales. The borrower, Beacon CapitalPartners, is actively marketing other properties for sale and thespecial servicer expects the loan to be transferred back to themaster servicer in the second quarter of 2012.

Moody's has assumed a high default probability for 39 poorlyperforming loans representing 18% of the pool and has estimated anaggregate $82.9 million loss (15% expected loss based on a 30%probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 96%of the pool. Excluding specially serviced and troubled loans,Moody's weighted average LTV is 109% compared to 110% at Moody'sprior review. Moody's net cash flow reflects a weighted averagehaircut of 12% to the most recently available net operatingincome. Moody's value reflects a weighted average capitalizationrate of 9.3%.

Excluding special serviced and troubled loans, Moody's actual andstressed DSCRs are 1.30X and 0.97X, respectively, compared to1.32X and 0.96X at last review. Moody's actual DSCR is based onMoody's net cash flow (NCF) and the loan's actual debt service.Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressedrate applied to the loan balance.

The top three performing loans represent 18% of the poolbalance. The largest loan is the 32 Sixth Avenue Loan($320.0 million -- 10.5%), which represents a 89% pari passuinterest in a $360.0 million first mortgage loan. The loan issecured by an office and telecommunications building totaling1.1 million SF located in Lower Manhattan's Tribeca District.The largest tenants are Qwest Communications Corporation (15%of the Net Rentable Area (NRA); lease expiration August 2020)and AMFM Operating, Inc. (11% of the NRA; lease expirationSeptember 2022). The property was 97% leased as of June 2011compared to 99% at last review. The loan has six months remainingon a 60-month interest-only period that will then amortize on a360-month schedule maturing in April 2017. Performance slightlydeclined since the last review due to occupancy loss and andincrease in real estate taxes. Moody's LTV and stressed DSCR are108% and 0.87X, respectively, compared to 103% and 0.92X at lastfull review.

The second largest loan is The Mall at Prince Georges Loan($150.0 million -- 4.9%), which is secured by a 920,801 SFregional mall located in Hyattsville, Maryland. The mall isanchored by Macy's, J.C. Penney, and Target. As of March 2011,the property was 96% leased, the same as at last review.Property performance continues to decline due to a drop inexpense recoveries and percentage rents along with increasesin real estate taxes and repairs and maintenance expenses. Theloan is interest-only throughout its entire 10-year term maturingin June 2017. Moody's has assumed a high default probability forthis loan. Moody's LTV and stressed DSCR are 149% and 0.62X,respectively, compared to 134% and 0.69X at last full review.

The third largest loan is the Kalahari Waterpark Resort Loan($87.4 million -- 2.9% of the pool), which is secured by a 380-room indoor water park resort hotel located in Wisconsin Dells,Wisconsin. Property performance since the last review remainsstable but performance since securitization has declined as theresort has been impacted by the downturn in the tourism industry.The loan is amortizing on a 300-month schedule and matures in May2017. The loan has paid down 2% since last review and 8% sincesecuritization. Moody's LTV and stressed DSCR are 82% and 1.43X,respectively, compared to 85% and 1.43X at last full review.

This review was conducted under the framework described in thereport 'Global Rating Criteria for Structured Finance CDOs' usingthe Structured Finance Portfolio Credit Model (SF PCM) forprojecting future default levels for the underlying portfolio.These default levels were then compared to the breakeven levelsgenerated by Fitch's cash flow model of the CDO under variousdefault timing and interest rate stress scenarios, as described inthe report 'Global Criteria for Cash Flow Analysis in CDOs'.Fitch also considered additional qualitative factors into itsanalysis to conclude the rating actions for the rated notes.

Since Fitch's last rating action in November 2010, the creditquality of the underlying collateral has declined further, withapproximately 38.9% of the portfolio downgraded a weighted averageof 5.2 notches and 1.1% upgraded a weighted average of 2.6notches. Currently, 74.8% of the portfolio has a Fitch derivedrating below investment grade and 52% has a rating in the 'CCC'rating category or lower, compared to 61% and 44.5%, respectively,at last review. An Event of Default notice was received on April13, 2011 because the net outstanding portfolio collateral balancewas less than the aggregate outstanding amount of the class A, B,C and D notes. To date, no notice of acceleration or liquidationhas occurred.

The affirmation of the notes is primarily driven by theamortization of the capital structure since the last review. Theclass A notes have received $8.2 million, or 70.7% of the priorreview balance, in pay downs. With only 1.4% of its originalbalance outstanding, the class A notes are likely to redeem withinthe next four payment periods. Pay downs to the notes areprimarily from principal amortization. Additionally, since theexpiration of the interest rate swap in May 2011, the notes havebegun to benefit from excess spread.

Although the cash flow model passing rates for the class A and Bnotes are higher than the class' current ratings, this is offsetby the significant deterioration in the credit quality of theunderlying portfolio since the last review.

Fitch maintains its Stable Outlook on the class A notes andrevises its Outlook to Stable from Negative for the class B notes.The Stable Outlooks on these two classes is primarily driven bythe significant cushion in the modeling results available tomitigate potential further deterioration in the portfolio as wellas the continued pay downs to the structure.

Breakeven levels for the class D and E notes were below SF PCM's'CCC' default level, the lowest level of defaults projected by SFPCM. The class D notes began to receive their full interestdistribution upon expiration of the swap in May 2011; however, thenotes still have roughly $259,730 of deferred interest stilloutstanding. Excess spread will likely not be sufficient enoughto pay back class D deferred interest and default in the fullprincipal prepayment of the notes is still probable. The class Enotes are currently not receiving any interest distributions andare not expected to receive interest distributions in the future.Default remains inevitable for the class E notes.

"The upgrades reflect a $98.6 million paydown to the classA notes and the improved performance we have observed in thedeal's underlying asset portfolio since we last upgraded thenotes on Jan. 12, 2011. As of the Oct. 6, 2011, trustee report,the transaction had only $2.17 million in defaulted assets.Additionally, the class A notes paid down to $77.7 million from$176.3 million during the same period. Today's affirmationsreflect the credit support available to the notes at the currentrating levels," S&P related.

The transaction has also benefited from an increase in theovercollateralization (O/C) available to support the rated notes.The trustee reported these O/C ratios in the Oct. 6, 2011, monthlyreport:

The B O/C ratio was 167.72%, compared with a reported ratio of 127.6% in November 2010;

The C O/C ratio was 127.20%, compared with a reported ratio of 116.71% in November 2010;

The D O/C ratio was 111.82%, compared with a reported ratio of 109.49% in November 2010; and

The E O/C ratio was 103.38%, compared with a reported ratio of 106.2% in November 2010.

Standard & Poor's will continue to review whether, in its view,the ratings currently assigned to the notes remain consistent withthe credit enhancement available to support them and take ratingactions as it deems necessary.

"The downgrades reflect credit deterioration in the transaction'sunderlying asset portfolio since we lowered the ratings on each ofthe notes on Jan. 25, 2010," S&P said.

"According to the Sept. 27, 2011 trustee report, the transactionhad $22.40 million in underlying assets rated 'CCC+' or lower.This was an increase from the $14.25 million reported in the Dec.24, 2009, trustee report, which we used for our January 2010rating actions," S&P related.

As of September 2011, the transaction had paid the class A-1A, A-1B, and A-1C note balance down to a total balance of $20.45million from $37.33 million as of December 2009. Despite thereduced note balance, the coverage test ratios dropped during thesame time period. The trustee reported the followingovercollateralization (O/C) ratios in the Sept. 27, 2011, monthlyreport:

The class A/B O/C ratio test was 69.62%, compared with a reported ratio of 73.14% in December 2009; and

The class C O/C ratio test was 59.24%, compared with a reported ratio of 63.84% in December 2009.

Standard & Poor's will continue to review whether, in its view,the ratings assigned to the notes remain consistent with thecredit enhancement available to support them and take ratingactions as it deems necessary.

CEDARWOODS CRE CDO: Moody's Lowers Rating of Cl. A-1 Notes to Ba1-----------------------------------------------------------------Moody's has downgraded the ratings of six classes and affirmed theratings of two classes of Notes issued by Cedarwoods CRE CDO, Ltd.due to deterioration in the underlying collateral as evidenced byan increase in Moody's weighted average rating factor (WARF),decrease in Moody's weighted average recovery rate (WARR) anddeteriorization of Principal Coverage Tests since Moody's lastrating action. The affirmations are due to key transactionparameters performing within levels commensurate with the existingratings levels. The rating action is the result of Moody's on-going surveillance of commercial real estate collateralized debtobligation and re-remic (CRE CDO and Re-Remic) transactions.

Cedarwoods CRE CDO, Ltd. is a static (the reinvestment periodended in July 2011) CRE CDO transaction backed by a portfolio ofcommercial mortgage backed securities (CMBS) (71.0% of the poolbalance), CRE CDOs (23.1%), real estate investment trust (REIT)debt (5.9%) and one rake bond which is less than 0.1% of the pool.As of the October 19, 2011 Trustee report, the aggregate Notebalance of the transaction, including preferred shares, hasdecreased to $380.3 million from $400 million at issuance, withthe paydown directed to the Class A-1 Notes, as a result ofamortization of the collateral and the failing of the mezzanineand junior Principal Coverage Tests.

There are three assets with a par balance of $9.1 million (2.1% ofthe current pool balance) that are considered Defaulted Securitiesas of the October 19, 2011 Trustee report. There are also nineassets with a par balance $38.3 million (8.7% of the current poolbalance) that are considered Deferred Interest PIK securities.Moody's expects significant losses to occur from the DefaultedSecurities and Deferred Interest PIK securities once they arerealized.

WARF is a primary measure of the credit quality of a CRE CDO pool.Moody's has completed updated credit estimates for the non-Moody'srated collateral. The bottom-dollar WARF is a measure of thedefault probability within a collateral pool. Moody's modeled abottom-dollar WARF of 3,848 compared to 3,541 at last review. Thedistribution of current ratings and credit estimates is: Aaa-Aa3(1.4% compared to 3.5% at last review), A1-A3 (8.5% compared to10.8% at last review), Baa1-Baa3 (15.4% compared to 25.3% at lastreview), Ba1-Ba3 (11.6% compared to 15.3% at last review), B1-B3(21.2% compared to 12.1% at last review), and Caa1-C (41.8%compared to 33.0% at last review).

WAL acts to adjust the probability of default of the collateral inthe pool for time. Moody's modeled to a WAL of 4.6 years comparedto 8.0 years as at last review. Moody's prior WAL considered theremaining revolving period.

WARR is the par-weighted average of the mean recovery values forthe collateral assets in the pool. Moody's modeled a fixed WARR of13.9% compared to 17.1% at last review.

MAC is a single factor that describes the pair-wise assetcorrelation to the default distribution among the instrumentswithin the collateral pool (i.e. the measure of diversity).Moody's modeled a MAC of 11.9% compared to 10.4% at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDOrating models, which was released on January 24, 2011.

The cash flow model, CDOEdge(R) v3.2.1.0, was used to analyze thecash flow waterfall and its effect on the capital structure of thedeal.

Changes in any one or combination of the key parameters may haverating implications on certain classes of rated notes. However, inmany instances, a change in key parameter assumptions in certainstress scenarios may be offset by a change in one or more of theother key parameters. Rated notes are particularly sensitive tochanges in recovery rate assumptions. Holding all other keyparameters static, changing the recovery rate assumption down from13.9% to 3.9% or up to 23.9% would result in average ratingmovement on the rated tranches of 0 to 2 notches downward and 0 to1 notches upward, respectively.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics. Primary sources of assumption uncertaintyare the current sluggish macroeconomic environment and performancein the commercial real estate property markets. While commercialreal estate property markets are gaining momentum, a consistentupward trend will not be evident until the volume of transactionsincreases, distressed properties are cleared from the pipeline andjob creation rebounds. The hotel and multifamily sectors arecontinuing to show signs of recovery through the first half of2011, while recovery in the non-core office and retail sectors aretied to pace of recovery of the broader economy. Core officemarkets are showing signs of recovery through lending and leasingactivity. The availability of debt capital continues to improvewith terms returning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The methodologies used in this rating were "Moody's Approach toRating SF CDOs" published in November 2010, and "Moody's Approachto Rating Commercial Real Estate CDOs" published in July 2011.

CHESAPEAKE FUDING: Moody's Raises Rating of Two Classes of Notes----------------------------------------------------------------Moody's Investors Service has taken action on the subordinatedclasses of Chesapeake Funding LLC Series 2009-4 floating rateasset backed notes (Series 2009-4 or the notes). The notes wereissued by Chesapeake Funding LLC (the Issuer), a bankruptcy-remotespecial purpose entity wholly owned by PHH Corporation (PHH, Ba2,stable), a fleet lease and management company. The servicer is PHHVehicle Management Services LLC, also a subsidiary of PHH.

The Issuer is structured as a master trust. Series 2009-4 has beenin amortization since March 2010 although the master trust isstill revolving. Series 2009-4 was issued with three classes whichare paid sequentially, supported by over-collateralization and areserve account. The over-collateralization has stepped down to afloor and is now locked out. In addition, the reserve account isnon-declining. With approximately 20 months of amortization, thetransaction has had significant buildup in credit enhancement.Specifically, total credit enhancement to Class B and Class C isabout 22% and 13% of the allocated aggregate pool balance for thisseries, respectively, up from 9.22% and 6.15%, respectively, atclosing.

The collateral performance of the master trust has been good andwithin Moody's expectations with three month average delinquenciesat 0.75% and 12-month average charge off ratio of 0.06%.

During the review period, Moody's has fine-tuned its analysis ofhow the increased credit enhancement benefits these classes, withattention to modeling, structural features, potential lossseverity in light of seniority and current obligor poolconcentrations.

The notes are ultimately backed by a special unit of beneficialinterest in a pool of largely open-end leases and the relatedvehicles. The leases were originated by a subsidiary of PHH, whichprovides fleet leasing and fleet management services primarily tocorporate clients throughout the United States.

PRINCIPAL METHODOLOGY

As the majority of the underlying collateral consists of apool of open-end leases (i.e. leases where the lessees areresponsible for any residual value losses), the potentialcredit loss of this transaction is primarily driven by thedefault likelihood of the lessees, the recovery rate whena lessee defaults, and the diversity of the pool of lessees. Anapproach similar to that used in CDO transactions is used. The CDOapproach hinges on the idea of using a 'hypothetical pool' to mapthe credit and loss characteristics of an actual pool and thenemploying a mathematical technique called binomial expansion todetermine the expected loss of the bond to be rated. Using thebinomial expansion technique, the probability of default of eachpossible scenario is calculated based on a mathematical formula,and the cashflow profile for each scenario is determined based onan assumed recovery rate. Then each cashflow scenario is fed intoa liability model to determine the actual loss on the bond undereach scenario, and the probability weighted loss or expected lossof the bond is determined. The expected loss of the bond is thencompared with Moody's Idealized Cumulative Expected Loss RatesTable to determine a rating for the bond.

The hypothetical pool is characterized by a diversity score. Thediversity score measures the diversity of the actual pool bymathematically converting the obligor concentrations of the actualpool into the number of equally-sized uncorrelated obligors whichwould represent the same credit risk as the actual pool. Thisprocess is summarized as follows. Each lessee is assigned itsapplicable industry category. Lessees in the same industry areassumed to be correlated with each other, while lessees indifferent industries are assumed to be independent. The numberof lessees in the same industry is reduced to reflect thecorrelation among them. For example, when calculating thediversity score, six equal-sized lessees in the same industry arecounted as three independent obligors, while six equal-sizedlessees in six different industries are counted as six independentobligors. The size of the lessees is also accounted for byreducing the number of lessees with below average lessee size. Ingeneral, the higher the diversity score, the lower the collateralloss volatility will be and consequently, the lower the expectedloss of a security, other factors being the same.

Each possible default scenario is determined by both the diversityscore and the average probability of default of the pool. Theweighted average probability of default of the pool is determinedby the probability of default of each lessee or obligor, which isestimated using the actual lessees' credit ratings, if rated. Fornon-rated lessees, the average rating is assumed to be lower thanthat of the rated lessees. For example, if the average rating forthe rated lessees is Baa3, Moody's assumes a rating of Ba3 orlower as the average rating for the non-rated lessees. Theestimated weighted average rating for the entire hypotheticalpool is then used to estimate the probability of each defaultscenario.

The actual net loss on the bonds under each default scenario isdetermined taking into consideration of recoveries in case ofdefault. When a lessee defaults, recoveries are obtained as therelated leased vehicles are reprocessed and sold to repay thedefaulted lease obligation. Moody's conducts detailed recoveryanalyses based on the types of vehicles leased and various defaultscenarios for lessees. Based on those recovery analyses, Moody'sdetermines the ratings after considering the breakeven recoveryrates for the different classes of notes at their associatedcredit enhancement levels.

For CIT RV 1998-A transaction, the action is the result of updatedexpected recovery of principal on the affected security. Moody'sexpects that Class B from CIT RV Trust 1998-A is likely to loseapproximately 10% of the outstanding balance. Losses on theunderlying pool have depleted the reserve account and thetransaction is currently under-collateralized by $6,060,865, whichis equal to almost the entire amount of the certificates, whichprovide protection to Class B.

Unlike other vehicle-backed ABS, the impact of the weakenedeconomy on a RV and marine transaction has been more severe andlong lasting due to the non-essential nature of the underlyingcollateral, and the longer financing terms, which on average rangebetween 170 and 185 months. As a result, the transaction hasexperienced more than one economic downturn during its life.

Below are key performance metrics and credit assumptions for eachaffected transaction. Credit assumptions include Moody's expectedlifetime CNL expectation which is expressed as a percentage of theoriginal pool balance; and Moody's lifetime remaining CNLexpectation which is expressed as a percentage of the current poolbalance. Performance metrics include pool factor; total creditenhancement (expressed as a percentage of the outstandingcollateral pool balance) which typically consists ofsubordination, overcollateralization, and a reserve fund; and perannum excess spread.

Ratings on the affected securities may be downgraded if thelifetime CNLs are higher by 10%.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions.

The decision to take (or not take) a rating action is dependent onan assessment of a range of factors including, but notexclusively, the performance metrics. Primary sources ofassumption uncertainty are the current macroeconomic environment,in which unemployment continues to rise, and weakness in the RVand marine market. Overall, Moody's expects overall a sluggishrecovery in most of the world's largest economies, returning totrend growth rate with elevated fiscal deficits and persistentunemployment levels.

The principal methodology used in these notes was " Moody'sApproach to Rating U.S. Auto Loan Backed Securities (2011)" ratingmethodology published in May 2011.

COLTS 2005-2: Moody's Raises Cl. D Notes Rating to Baa3 From Ba3----------------------------------------------------------------Moody's Investors Service has upgraded the ratings of these notesissued by Colts 2005-2 Ltd.:

According to Moody's, the rating actions taken on the notes areprimarily a result of delevering of the senior notes and anincrease in the transaction's overcollateralization ratios sincethe rating action in September 2009. Moody's notes that the ClassA Notes have been paid down by approximately 90% or $228.4 millionsince the rating action in September 2009. As a result of thedelevering, the Class D overcollateralization ratio has increasedto 127.65% based on the latest trustee report dated September 2,2011, compared to the June 2009 level of 112.65%.

The actions also reflect the application of Moody's revised CLOassumptions described in "Moody's Approach to RatingCollateralized Loan Obligations" published in June 2011. Theprimary changes to the modeling assumptions include (1) a removalof the temporary 30% default probability macro stress implementedin February 2009 as well as (2) increased BET liability stressfactors and increased recovery rate assumptions.

Due to the impact of revised and updated key assumptionsreferenced in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011, key model inputs used byMoody's in its analysis, such as par, weighted average ratingfactor, diversity score, and weighted average recovery rate, maybe different from the trustee's reported numbers. In its basecase, Moody's analyzed the underlying collateral pool to have aperforming par and principal proceeds balance of $113.7 million,defaulted par of $42 million, a weighted average defaultprobability of 28.21% (implying a WARF of 5635), a weightedaverage recovery rate upon default of 49.34%, and a diversityscore of 18. The default and recovery properties of the collateralpool are incorporated in cash flow model analysis where they aresubject to stresses as a function of the target rating of each CLOliability being reviewed. The default probability is derived fromthe credit quality of the collateral pool and Moody's expectationof the remaining life of the collateral pool. The average recoveryrate to be realized on future defaults is based primarily on theseniority of the assets in the collateral pool. In each case,historical and market performance trends and collateral managerlatitude for trading the collateral are also factors.

Colts 2005-2 Ltd., issued in January 2006, is a collateralizedloan obligation backed primarily by a portfolio of senior securedloans of middle market loan issuers.

The principal methodology used in this rating was "Moody'sApproach to Rating Collateralized Loan Obligations" published inJune 2011.

Moody's modeled the transaction using the Binomial ExpansionTechnique, as described in Section 2.3.2.1 of the "Moody'sApproach to Rating Collateralized Loan Obligations" ratingmethodology published in June 2011. In addition, due to the lowdiversity of the collateral pool, CDOROM 2.8 was used to simulatea default distribution that was then applied as an input in thecash flow model.

For securities whose default probabilities are assessed throughcredit estimates ("CEs"), Moody's applied additional defaultprobability stresses. For each CE where the related exposureconstitutes more than 3% of the collateral pool, Moody's applied a2-notch equivalent assumed downgrade (but only on the CEsrepresenting in aggregate the largest 30% of the pool).

Moody's notes that this transaction is subject to a high level ofmacroeconomic uncertainty, as evidenced by 1) uncertainties ofcredit conditions in the general economy and 2) the largeconcentration of speculative-grade debt maturing between 2013 and2015 which may create challenges for issuers to refinance. CLOnotes' performance may also be impacted by 1) the manager'sinvestment strategy and behavior and 2) divergence in legalinterpretation of CLO documentation by different transactionalparties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Delevering: The main source of uncertainty in this transactionis whether delevering from unscheduled principal proceeds willcontinue and at what pace. Delevering may accelerate due to highprepayment levels in the loan market and/or collateral sales bythe manager, which may have significant impact on the notes'ratings.

2) Recovery of defaulted assets: Market value fluctuations indefaulted assets reported by the trustee and those assumed to bedefaulted by Moody's may create volatility in the deal'sovercollateralization levels. Further, the timing of recoveriesand the manager's decision to work out versus sell defaultedassets create additional uncertainties. Moody's analyzed defaultedrecoveries assuming the lower of the market price and the recoveryrate in order to account for potential volatility in marketprices.

3) Exposure to credit estimates: The deal is exposed to a largenumber of securities whose default probabilities are assessedthrough credit estimates. In the event that Moody's is notprovided the necessary information to update the credit estimatesin a timely fashion, the transaction may be impacted by anydefault probability stresses Moody's may assume in lieu of updatedcredit estimates. Moody's also conducted stress tests to assessthe collateral pool's concentration risk in obligors bearing acredit estimate that constitute more than 3% of the collateralpool.

COLTS 2007-1: Moody's Raises Class E Notes Rating to 'Ba2'----------------------------------------------------------Moody's Investors Service has upgraded the ratings of these notesissued by CoLTS 2007-1:

According to Moody's, the rating actions taken on the notes areprimarily a result of applying Moody's revised CLO assumptionsdescribed in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011. The primary changes to themodeling assumptions include (1) a removal of the temporary 30%default probability macro stress implemented in February 2009 aswell as (2) increased BET liability stress factors and increasedrecovery rate assumptions.

Due to the impact of revised and updated key assumptionsreferenced in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011, key model inputs used byMoody's in its analysis, such as par, weighted average ratingfactor, diversity score, and weighted average recovery rate, maybe different from the trustee's reported numbers. In its basecase, Moody's analyzed the underlying collateral pool to have aperforming par and principal proceeds balance of $275 million,defaulted par of $31.2 million, a weighted average defaultprobability of 24.43% (implying a WARF of 3587), a weightedaverage recovery rate upon default of 49.13%, and a diversityscore of 40. The default and recovery properties of the collateralpool are incorporated in cash flow model analysis where they aresubject to stresses as a function of the target rating of each CLOliability being reviewed. The default probability is derived fromthe credit quality of the collateral pool and Moody's expectationof the remaining life of the collateral pool. The average recoveryrate to be realized on future defaults is based primarily on theseniority of the assets in the collateral pool. In each case,historical and market performance trends and collateral managerlatitude for trading the collateral are also factors.

CoLTS 2007-1 Ltd., issued in February 2007, is a collateralizedloan obligation backed primarily by a portfolio of senior securedloans from middle market issuers.

The methodologies used in this rating were "Moody's Approach toRating Collateralized Loan Obligations" published in June 2011 and"Using the Structured Note Methodology to Rate CDO Combo-Notes"published in February 2004.

Moody's modeled the transaction using the Binomial ExpansionTechnique, as described in Section 2.3.2.1 of the "Moody'sApproach to Rating Collateralized Loan Obligations" ratingmethodology published in June 2011.

Moody's notes that this transaction is subject to a high level ofmacroeconomic uncertainty, as evidenced by 1) uncertainties ofcredit conditions in the general economy and 2) the largeconcentration of speculative-grade debt maturing between 2013 and2015 which may create challenges for issuers to refinance. CDOnotes' performance may also be impacted by 1) the manager'sinvestment strategy and behavior and 2) divergence in legalinterpretation of CDO documentation by different transactionalparties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1. Delevering: The main source of uncertainty in this transactionis the extent of delevering from unscheduled principal proceedswhen the deal ends its reinvestment period in March 2012.Delevering may accelerate due to high prepayment levels in theloan market and/or collateral sales by the manager, which may havesignificant impact on the notes' ratings.

2. Recovery of defaulted assets: Market value fluctuations indefaulted assets reported by the trustee and those assumed to bedefaulted by Moody's may create volatility in the deal'sovercollateralization levels. Further, the timing of recoveriesand the manager's decision to work out versus sell defaultedassets create additional uncertainties. Moody's analyzed defaultedrecoveries assuming the lower of the market price and the recoveryrate in order to account for potential volatility in marketprices.

3. Other collateral quality metrics: The deal is allowed toreinvest and the manager has the ability to deteriorate thecollateral quality metrics' existing cushions against the covenantlevels. Moody's analyzed the impact of assuming the worse ofreported and covenanted values for weighted average rating factor,weighted average spread, weighted average coupon, and diversityscore. However, as part of the base case, Moody's consideredspread and diversity levels higher than the covenant levels due tothe large difference between the reported and covenant levels.

4. Exposure to credit estimates: The deal is exposed to a largenumber of securities whose default probabilities are assessedthrough credit estimates. In the event that Moody's is notprovided the necessary information to update the credit estimatesin a timely fashion, the transaction may be impacted by anydefault probability stresses Moody's may assume in lieu of updatedcredit estimates. Moody's also conducted stress tests to assessthe collateral pool's concentration risk in obligors bearing acredit estimate that constitute more than 3% of the collateralpool.

CORPORATE BACKED: Moody's Lowers Rating of $25-Mil. Notes to 'B3'-----------------------------------------------------------------Moody's Investors Service has downgraded and left on review forpossible downgrade the following certificates issued by CorporateBacked Trust Certificates, Sprint Capital Note-Backed Series 2003-17:

The transaction is a structured note whose rating is based on therating of the Underlying Securities and the legal structure of thetransaction. The rating action is a result of the change of therating of $25,455,000 6.875% Notes due 2028 issued by SprintCapital Corporation which was downgraded to B3 and remains onreview for possible downgrade by Moody's on November 4, 2011.

The principal methodology used in this rating was "Moody'sApproach to Rating Repackaged Securities" published in April 2010.

"Our rating actions follow our analysis of the transaction,the deal structure, and the liquidity available to the trustprimarily using our U.S. conduit/fusion CMBS criteria. Thedowngrades reflect credit support erosion that we anticipate willoccur upon the eventual resolution of 25 ($365.4 million, 14.7%)of the 27 assets ($431.4 million, 17.4%) that are currently withthe special servicer, as well as two loans that we determined tobe credit-impaired ($9.7 million, 0.4%). We also considered themonthly interest shortfalls that are affecting the trust and thepotential for additional interest shortfalls associated withrevised appraisal reduction amounts (ARAs) on the speciallyserviced assets. We lowered our rating on the class E, F, and Gcertificates to 'D (sf)' because we believe the accumulatedinterest shortfalls will remain outstanding for the foreseeablefuture," S&P said.

The affirmed ratings on the principal and interest certificatesreflect subordination and liquidity support levels that areconsistent with the outstanding ratings. "We affirmed our 'AAA(sf)' rating on the class A-X interest-only (IO) certificate basedon our current criteria," S&P said.

"Our analysis included a review of the credit characteristicsof the remaining assets in the pool. Using servicer-providedfinancial information, we calculated an adjusted debt servicecoverage (DSC) of 1.23x and a loan-to-value (LTV) ratio of135.5%. We further stressed the loans' cash flows under our'AAA' scenario to yield a weighted average DSC of 0.73x andan LTV ratio of 187.6%. The implied defaults and loss severityunder the 'AAA' scenario were 91.6% and 49.9%, respectively. TheDSC and LTV calculations exclude 25 ($365.4 million, 14.7%) ofthe 27 ($431.4 million, 17.4%) specially serviced assets and two($9.7 million, 0.4%) loans that we determined to be credit-impaired. We separately estimated losses for these assets andincluded them in our 'AAA' scenario implied default and lossseverity figures," S&P related.

As of the Oct. 17, 2011 trustee remittance report, the trusthad experienced monthly interest shortfalls totaling $526,213.The repayment of accumulated interest shortfalls to class D of$178,486 and ASER recoveries of $404,457 offset the total interestshortfalls during this period. The total interest shortfall amountprimarily reflects an aggregate ASER amount of $548,342, interestrate reductions due to loan modifications of $207,050, and specialservicing and workout fees of $171,437. "The interest shortfallsaffected all classes subordinate to and including class E. Theclass E, F, and G certificates experienced cumulative interestshortfalls for seven or more consecutive months, and we expectthese interest shortfalls to continue in the near term.Consequently, we lowered our ratings on the class E, F, and Gcertificates to 'D (sf)'," S&P stated.

Credit Considerations

As of the Oct. 17, 2011, trustee remittance report, 25 assets($424.7 million, 17.1%) in the pool were with the specialservicer, LNR Partners Inc. (LNR). The reported payment statusof the specially serviced assets as of the most recent trusteeremittance report is: five are real estate owned (REO;$137.0 million, 5.5%), nine are in foreclosure ($77.4 million,3.1%), five are 90-plus-days delinquent ($70.6 million, 2.8%),one is 60-plus-days delinquent ($1.5 million, 0.1%), and fiveare in their grace periods ($138.3 million, 5.6%). Two loanswere transferred to LNR after the Oct. 17, 2011, trusteeremittance report ($6.7 million, 0.3%). Appraisal reductionamounts (ARAs) totalling $117.1 million are in effect for 17of the specially serviced assets. Details of the two largestspecially serviced assets, both of which are top 10 assets, are:

The Koger Center Office Park loans ($77.0 million, 3.1%) is thefifth-largest asset in the pool and the largest asset with thespecial servicer. The loans are secured by 15 class A and classB office buildings with a total of 676,490 net rentable sq. ft.located in St. Petersburg, Fla. The office park is located inthe Gateway/Mid-Pinellas submarket and is eight miles north ofdowntown St. Petersburg and 16 miles southwest of downtown Tampa.The properties were built between 1971 and 2000. The loan wastransferred to the special servicer on June 1, 2009, due toimminent default. LNR indicated that the original loan wasmodified on Dec. 23, 2010. The modification terms include, butare not limited to, the lender reducing the principal balanceto $80.0 million from $83.0 million and bifurcating the trust's$80.0 million note into a $40.0 million senior A note and a$40.0 million subordinate note, establishing a general reserve,and deferring debt service payments on the B note. Subsequent tothe loan modification, the A note was paid down by $3.0 million toits current principal balance of $37.0 million. Both the A noteand the B note are with the special servicer. The loan payment isin its grace period. As of year-end 2010, the reported DSC andoccupancy were 0.72x and 66.0%. Standard & Poor's expects asignificant loss upon the eventual resolution of this asset.

The 520 Broadway loan ($51.0 million, 2.1%) is the eighth-largestasset in the pool and the second-largest specially serviced asset.The loan is secured by a six-story, 111,583-sq.-ft. mid-riseoffice building in Santa Monica, Calif. The asset was transferredto the special servicer on Jan. 1, 2010, due to imminent defaultand became REO on Feb. 22, 2011. LNR indicated that the assetis currently being stabilized. As of year-end 2009, the reportedDSC and occupancy were 1.02x and 87.0%. There is an $18.4 millionARA in effect against the asset. Standard & Poor's expects amoderate loss upon the eventual resolution of this asset.

The 24 remaining assets with the special servicer have individualbalances that represent less than 1.7% of the pooled trustbalance. ARAs totaling $98.7 million are in effect against 16 ofthese assets. "We estimated losses for 22 of these assets,arriving at a weighted-average loss severity of 50.7%. Accordingto the special servicer, one of the remaining assets is in itsgrace period and the other is in the process of being returned tothe master servicer," S&P said.

Two loans were transferred subsequent to the Oct. 17, 2011,trustee remittance report. The Centerpoint Business Park($4.6 million, 0.2%) was transferred to the special servicerdue to payment default. The loan payment status was reportedas 60-plus-days delinquent. The Centerpoint Business Park loanis secured by a 27,660-sq.-ft. suburban office building inLancaster, Calif. As of year-end 2010, the reported DSC andoccupancy were 0.32x and 100%, respectively. The Pine GroveMarketplace ($2.1 million, 0.1%) was transferred to the specialservicer due to payment default. The loan payment status wasreported as 60-plus-days delinquent. The Pine Grove Marketplaceis secured by a 11,191-sq.-ft. retail center in Cottage Grove,Minn. As of year-end 2010, the reported DSC and occupancy were1.06x and 90.0%.

"In addition to the specially serviced assets, we determinedtwo loans to be credit impaired. The Executive Hills loan($6.0 million, 0.2%) is secured by three office buildings inOverland Park, Kan., and totaling 77,807 sq. ft. As of year-end2010, the reported DSC and occupancy were 0.08x and 56.0%. TheLincoln Plaza Pad ($3.7 million, 0.2%) is secured by a 10,108-sq.-ft. retail pad site located in Phoenix. The master servicerindicated that the sole tenant filed bankruptcy in January 2009and vacated the premises, and that the space has been dark sincethen. Given both properties' historical poor performance and lowreported DSC, we viewed these two loans to be at an increased riskof default and loss," S&P said.

Transaction Summary

As of the Oct. 17, 2011 remittance report, the collateral poolhad an aggregate trust balance of $2.48 billion, down from$2.69 billion at issuance. The pool comprises 213 loans and fiveREO assets, down from 238 loans at issuance. The master servicers,KeyCorp Real Estate Capital Markets Inc. and Wells Fargo BankN.A., provided financial information for 89.4% of the loans inthe pool, the majority of which reflected full-year 2010 data.

"We calculated a weighted average DSC of 1.20x for the loansin the pool based on the servicer-reported figures. Our adjustedDSC and LTV were 1.23x and 135.5%. Our adjusted figures exclude25 ($365.4 million, 14.7%) of the 27 ($431.4 million, 17.4%)specially serviced assets and two ($9.7 million, 0.4%) that wedetermined to be credit-impaired. Recent financial reportinginformation was available for 15 of the excluded speciallyserviced and credit-impaired assets, which reflected a weightedaverage DSC of 0.80x. We separately estimated losses for theseassets and included them in our 'AAA' scenario implied defaultand loss severity figures. The transaction has experienced$100.6 million in principal losses from 20 assets. Seventy loans($829.7 million, 33.4%) in the pool are on the master servicers'combined watchlist, including three of the top 10 assets. Sixty-four loans ($780.4 million, 31.5%) have a reported DSC of lessthan 1.10x, 51 of which ($262.6 million, 10.6%) have a reportedDSC of less than 1.00x," S&P said.

Summary of Top 10 Assets

The top 10 assets have an aggregate outstanding balance of$817.0 million (32.9%). "Using servicer-reported numbers, wecalculated a weighted average DSC of 1.05x for nine of thetop 10 assets with reported information. Two of the top 10assets ($128.0 million, 5.2%) are with the special servicerand three other loans ($360.3 million, 14.5%) are on the masterservicers' combined watchlist, which we discuss below. Ouradjusted DSC and LTV for the top 10 assets are 1.04x and 172.4%.Our adjusted figures exclude the aforementioned specially servicedtop 10 assets," S&P related. Details on the three largest top 10assets on the master servicers' combined watchlist are set forth.

The Main Plaza loan ($160.7 million, 6.5%) is the largest asset inthe pool and on the watchlist. The loan is secured by two 12-storyclass A office buildings in Irvine, Calif. The buildings werebuilt in 1988 and comprise 547,333 sq. ft. of office space and35,538 sq. ft. of retail space. The loan appears on the masterservicers' combined watchlist because of a low reported DSC. Theloan payment status was reported as current as of the Oct. 17,2011 trustee remittance report. For the six months ended June 30,2011, the reported DSC and occupancy were 0.56x and 73.0%.

The Mandarin Oriental loan ($135.0 million, 5.4%) is thesecond-largest asset in the pool and on the watchlist. Theloan is secured by a 248-room full-service hotel in the TimeWarner mixed-use complex at Columbus Circle in New York City.The property, which opened in January 2004, contains 9,710sq. ft. of meeting space, an award-winning restaurant (Asiate),a modern bar (MOBar), a lobby lounge, a nationally recognized17,000-sq.-ft. spa and fitness center, and an indoor swimmingpool, among other amenities. The loan is on the master servicers'combined watchlist because of a low reported DSC. The loan paymentstatus was reported as current as of the Oct. 17, 2011, trusteeremittance report. For year-end 2010, the reported DSC andoccupancy were 1.01x and 72.0%.

The Marina Shores Apartments loan ($64.6 million, 2.6%) isthe sixth-largest asset in the pool and the third-largestasset on the watchlist. The loan is secured by a 392-unitgarden-style multifamily complex in Virginia Beach, Va. Theproperty was built in 1991, renovated in 2006, and comprisesof 13 three-story buildings. The loan is on the master servicers'combined watchlist because of a low reported DSC. The loan paymentstatus was reported as current as of the Oct. 17, 2011, trusteeremittance report. For the six months ended June 30, 2011, thereported DSC and occupancy were 1.07x and 97.0%.

CRF-17 and CRF-18 are both asset-backed securitizations backedprimarily by a pool of small business development loans notinsured or guaranteed by any governmental agency. These loans aregenerally secured by owner-occupied, multipurpose commercial realestate. Approximately 60-65% of these loans are second lien loans.The credit support for each rated note class is provided by acombination of subordination, an interest reserve account in theamount of three-months interest on the offered notes (reduced asthe offered note principal is paid), and excess spread.

The downgrades on CRF 18's class D and E notes reflect the risingdelinquencies and increasing cumulative net losses in theunderlying small business loan portfolio. Between April 2010 andSeptember 2011, total delinquencies (as a percentage of the then-current pool balance) increased to 18.31 % from 12.16%; 90-plus-day delinquencies (as a percentage of the then-current poolbalance) increased to 12.16% from 7.38%; and cumulative net losses(as a percentage of the original pool balance) increased to 1.71%from 1.29%. "As a result of the loan pool's deterioratingperformance, the class D and E notes were not able to withstandthe stresses commensurate with their prior rating levels.Consequently, we lowered our ratings on the two classesto levels commensurate with the stresses they could withstand,"S&P related.

"The upgrade on CRF-17's class C notes reflects that the noteswere able to withstand our stress tests at a higher rating leveldue to the combined benefit of relatively stable loan performanceand the natural amortization of the loan pool," S&P said.

"The affirmations on CRF-18's class A-3, B, and C notes reflectthat the notes were still able to withstand our stress tests attheir current rating levels," S&P said.

As of Sept. 1, 2011, CRF-17's loan pool had a pool factor of32.31%, and its class C notes had a pool factor of approximately15.0%. CRF-18's loan pool had a pool factor of 41.65%, and itsclass A-3, B, C, D, E, and F notes had pool factors of 35.31%,99.90%, 99.90%, 99.90%, 99.90%, and 100%.

As of Oct. 24, 2011, no cumulative loss rate events were triggeredfor CRF-17's class C notes or CRF-18's class B through E notesbecause the cumulative loss rates for each transaction did notexceed the related classes' thresholds, as set in the transactiondocuments for the related payment periods. As a result, accordingto the transaction documents, no interest was deferred for theseclasses. However, CRF-18's cumulative loss rate is closer to theclasses' thresholds while CRF-17's cumulative loss rate is muchlower than the classes' thresholds.

Standard & Poor's will continue to review any outstanding ratingsfrom these transactions and take additional rating actions asappropriate.

Since the last review in December 2010, approximately 25.6% of thecollateral has been downgraded. Currently, 70.3% of the portfoliohas a Fitch derived rating below investment grade and 46.4% has arating in the 'CCC' category and below, compared to 61.7% and34.3%, respectively, at the last review. Additionally, the classA-1 notes have received $55.6 million in paydowns since the lastreview.

This transaction was analyzed under the framework described in thereport 'Global Rating Criteria for Structured Finance CDOs' usingthe Portfolio Credit Model (PCM) for projecting future defaultlevels for the underlying portfolio. The default levels were thencompared to the breakeven levels generated by Fitch's cash flowmodel of the CDO under the various default timing and interestrate stress scenarios, as described in the report 'Global Criteriafor Cash Flow Analysis in CDOs'. Fitch also analyzed thestructure's sensitivity to the assets that are distressed,experiencing interest shortfalls, and those with near termmaturities. Based on this analysis, the class A-1 notes'breakeven rates in Fitch's cash flow model are generallyconsistent with the ratings assigned below.

For the class C through M notes, Fitch analyzed the class'sensitivity to the default of the distressed assets ('CCC' andbelow). Given the high probability of default of the underlyingassets and the expected limited recovery prospects upon default,the classes E through M notes have been affirmed at 'Csf',indicating that default is inevitable. The class E through Mnotes are currently deferring their entire interest payments.

The transaction entered an Event of Default on Nov. 29, 2010, dueto non-payment of the full and timely accrued interest on theclass A-2 and B notes. The class A-2 and B notes are non-deferrable classes. Currently, the class A-1 notes are receivinginterest through the use of principal proceeds while the class A-2and B notes continue to be in default on their entire interestpayments. Noteholders had not given direction to accelerate thenotes or liquidate the portfolio at the time of this review.

CT CDO IV is backed by 39 tranches from 30 obligors, the majorityof which is commercial mortgage backed securities (CMBS, 59.3%).The remainder of the pool consists of commercial real estate (CRE)loans (24.5%), and structured finance CDOs (16.2%). Thetransaction is considered a CMBS B-piece resecuritization (alsoreferred to as first loss CRE CDO) as it primarily includes juniorbonds of CMBS transactions. The transaction closed in March 2006.

DETROIT DOWNTOWN: Fitch Lowers Rating on Tax Bonds to 'BB+'-----------------------------------------------------------Fitch Ratings has taken action on bonds issued by the DetroitDowntown Development Authority, MI (DDA or district):

Bonds are secured by a pledge of all tax increment revenuescaptured by Development Area No. 1.

WEAKENING COVERAGE CAUSES DOWNGRADE: Although the bulk of thedistrict's debt has a senior lien on tax increment revenue, Fitchbelieves the difference in coverage between the senior andsubordinate liens now merits a rating distinction. Fitch expectsvery narrow coverage for subordinate lien bonds but at leastsomewhat better protection for senior lien bondholders.

DECLINING PLEDGED REVENUE TREND: Pledged tax increment revenue hasdropped in each of the last three fiscal years, reducing all-indebt service coverage to an estimated 1.20 times (x) in fiscal2012 from 1.48x in fiscal 2009, with senior lien coverage droppingto 1.33x from 1.64x. Fitch projects that coverage will decreaseto close to the range of 1.05x-1.15x all in and 1.15x-1.25x forthe senior lien.

UNCERTAINTY OF APPEAL SETTLEMENT: An appeal related to thedistrict's largest taxpayer -- General Motors Co. (GM) -- hasrecently been settled. The settlement involves both a reduction ofthe property's value and a refund of taxes previously paid. Thetiming of the refund by the DDA and the impact of the reduction onfuture pledged tax increment revenue is unclear.

HIGH TAXPAYER CONCENTRATION: The largest taxpayer represents 22%of taxable value (TV) prior to the appeal settlement, and the top10, representing 51%, are largely related to the automobileindustry.

IMPORTANT COMMERCIAL HUB: The district encompasses the core ofdowntown Detroit, including many key commercial assets.

IMPROVED AUTO MANUFACTURING PROSPECTS: The health of the U.S.automobile industry is improving, as evidenced by Fitch's recentupgrades of the Issuer Default Ratings of both GM and Ford MotorCo. (Ford).

NEGATIVE AFFECT OF APPEAL: A reduction in tax increment revenuebeyond the moderate level Fitch estimates would result in a lowerrating.

OVERALL TAX BASE EROSION: After incorporating the impact of the GMappeal settlement, Fitch expects flat to slowly declining TV goingforward. More than a modest annual decline would be cause forconcern.

ACCELERATED ECONIMIC WEAKENING: Fitch expects the economy toremain very weak despite some improvement of the outlook for automanufacturing. If economic indicators that affect the district'stax base decline notably from already poor levels, a ratingdowngrade may result.

The DDA was formed in 1976 to promote economic development indowntown Detroit. Development Area No. 1 is comprised of 615acres, roughly coterminous with the downtown business district andrepresents about 7% of the city's TV. In addition to the GM-ownedRenaissance Center, the district includes one of the city's threecasinos, stadiums for the Detroit Lions and Detroit Tigers, anddevelopment along the city's waterfront. The captured value(incremental TV above the base) is moderate at 250% of total TV.

Estimated Impact of GM Appeal Settlement on Pledged Revenue:

The recent settlement of an appeal by GM, whose headquarters atthe Renaissance Center is the largest contributor to TV, willresolve some uncertainty about the direction of the tax base andpledged revenue. The settlement reduces GM's tax payments overthe past three years and the TV from which future tax payments arederived. The 2011 tax year payments, the last to be adjusted,declined 23% from the pre-appeal level. Prior year adjustmentswere more moderate. The timing of the resulting refund by thedistrict and the impact on future tax increment are uncertain.

Fitch estimates that the settlement will reduce fiscal 2013pledged revenue by at least $1.6 million, assuming the entirerefund is repaid in that year and that the ongoing reduction in TVis at least 5%. The latter figure assumes that the reduction inTV is proportionate to the property's contribution to the taxbase, which is 22%. However, this figure is likely understatedbecause the downward adjustment would apply only to the portion ofthe TV above the base value. Fitch is unable to determine theportion of the property's TV that is part of the captured value.

Tax Base Concentration Within a Weak Economic Environment:

The rating also reflects the project area's high tax baseconcentration, with the 10 largest taxpayers making up 51% ofcaptured value. In addition to GM at 22%, several taxpayers areoffice buildings that rely for occupancy to some extent on theauto industry. Prospects for the industry have improved. Fitchhas recently upgraded both GM (to 'BB', Outlook Positive from'BB-', Outlook Stable) and Ford (to 'BB+', Outlook Positive from'BB-', Outlook Stable through two rating actions over the lastyear).

Despite this improvement, the city's economic indicators continueto be exceptionally weak, including an unemployment rate of 22.5%in August 2011, down from 23% in August 2010. Both the laborforce and employment declined, although the number of jobs in themetropolitan area increased slightly. City income and povertyfigures are quite weak. The 2010 census showed a surprisinglylarge drop in population to 713,777, a 25% decline from the 2000census.

Declining Debt Service Coverage:

As Fitch had expected, coverage from pledged revenue has beendeclining. Coverage of maximum annual debt service is expected todrop to 1.20x for combined senior and subordinate debt in fiscal2012 from 1.48x in fiscal 2009. Fiscal 2012 coverage of seniorlien bonds alone is expected to be slightly stronger at 1.33x.

Given the decline and the uncertain impact of the GM appealsettlement, Fitch is concerned about the future direction ofpledged revenue. Fitch's estimate of fiscal 2013 coverage is just1.04x (assuming full repayment of GM's refund) and 1.14x in fiscal2014 assuming no other captured value or tax increment revenuechanges. The bonds' standard debt service reserve accounts arecash-funded, providing some protection on a shorter-term basis.Subordinate bonds mature in fiscal 2018, leaving somewhat improvedcoverage thereafter until senior lien bonds mature in fiscal 2028.

EDUCATIONAL LOANS: Moody's Cuts Ratings Six Note Classes to 'C'---------------------------------------------------------------Moody's Investors Service has downgraded 25 notes from fivestudent loan-backed transactions issued by Education LoansIncorporated (EdLinc). The underlying collateral of the 1998-1 and2005-1 transactions consists of government guaranteed (FFELP)loans. The collateral underlying the 1999, 2004-1 and 2004 C&Dtransactions includes both FFELP and private student loans.Student Loan Finance Corporation (SLFC) is the administrator andservicer of the transactions. The rating actions conclude thereview of the notes.

RATINGS RATIONALE

The downgrades reflect Moody's concerns related to the issuer'sfailure to address transaction governance risk going forward. Asdiscussed in Moody's press release dated December 6, 2010, whenthe notes were put on review for possible downgrade, during 2009and 2010, the issuer directed the 2004-1 trustee to use trustfunds to redeem subordinate notes without meeting the requiredsenior parity (the ratio of total assets to senior liabilities)and total parity (the ratio of total assets to total liabilities)thresholds stipulated by the Indenture of Trust. In addition, theissuer requested the trustee to use fund from the 1998-1 and 1999trusts to pay for legal costs associated with a lawsuit for whichEdLinc. and SLFC were named as defendants. The lawsuit involvedloans in the 1998-1 and 1999 trusts that benefited from 9.5%guaranteed rate of return. EdLinc also failed to timely deliverthe required financial reports under the terms of the indentures.

Since Moody's began its review of the notes in December, EdLincand SLFC have not put in place a mechanism to prevent thereoccurrence of similar governance issues. As a result, Moody'sratings of all transactions issued by EdLinc and serviced andadministered by SLFC are capped at Ba3(sf).

In addition to the governance concerns, the ratings of thesubordinated notes in the 1999, 2004-1 and 2004 C&D transactionswere downgraded due to the performance deterioration of theunderlying private student loan pools.

The rating of the subordinated notes in the 1998-1 transaction wasalso affected by the downgrade of the senior auction ratesecurities (ARS) below Baa3. The downgrade of the senior ARSresults in increase in coupon payment on these notes and thefunding costs of the entire trust, which negatively affect theamount of excess spread available for the subordinated notes.

Primary sources of uncertainty are the transaction governanceissues as well as credit performance of the private student loancollateral.

PRINCIPAL METHODOLOGY

In monitoring securitizations backed by student loans Moody'sevaluates operational and transaction governance risks introducedby non-performance of various transaction parties, in addition toassessing liquidity and credit risks. The adherence of thetransaction parties to legal agreements governing securitizationtransactions is the essential element of assuring that noteholdersreceive the timely payments of interest and ultimate repayment oftheir principal investments. Moody's monitors compliance withcovenants and other legal provisions of the transaction documents.

In addition, Moody's assesses both liquidity and credit risks ofthe student loan transactions. The factors affecting liquidity andcredit performance of a transaction include defaults, guarantorreject rates, voluntary prepayments, basis risk, borrower benefitutilization, and the number of borrowers in non-repayment status,such as deferment and forbearance. As a part of Moody's analysis,Moody's examines historical FFELP static pool performance data. Tothe extent that performance data is available from a specificissuer, that information is used to arrive at Moody's cash flowassumptions for that particular issuer. If an issuer's data areeither limited or unavailable, Moody's assumptions are based onFFELP performance data received from other participants.

In addition, historical interest rates and spreads are analyzed toevaluate the basis risk between the interest rate to which thenotes are indexed and the interest rate to which the FFELP loansare indexed. This historical data is used to derive at expected,or most likely, outcome for each variable. These expecteddefaults, prepayments, interest rates, and other assumptions arethen stressed in accordance with the rating categories requestedby the issuer. Factors that influence the stress levels includethe availability of relevant issuer-specific performance data, theseasoning of the loans, collateral concentrations (school types,loan programs), the financial strength and stability of theservicer, and the general economic environment.

These stressed assumptions are then incorporated into a cash flowmodel that takes into account the FFELP loan characteristics aswell as structural (e.g., starting parity, cash flow waterfall,bond tranching, etc.) and pricing features of the transaction. Thecash flow model outputs are analyzed to determine whether thetransaction as structured by the issuer has sufficient creditprotection to pay off the notes by their legal final maturitydates. In certain circumstances where cash flow runs are notavailable, Moody's relies on model results from similartransactions. Moody's also analyzes the liquidity risk of thetransaction given that borrowers can be in non-repayment statuswhile in school, grace, deferment or forbearance status, and thetransaction can experience delays in default reimbursement andother payments. Basis risk is the primary credit risk in FFELPstudent loan ABS. Moody's Aaa stressed basis risk assumptionbetween LIBOR and the CP Rate is 25 basis points with certainperiods in which the spread increases to 150 basis points.This is based on an analysis of historical spreads between the twoindices. For additional information, please see "MethodologyUpdate on Basis Risk in FFELP Student Loan-Backed Securitization,"on moodys.com.

For the 1999, 2004-1 and 2004 C&D transactions, which include someprivate student loans, Moody's also uses another methodology:"Moody's Approach to Rating U.S. Private Student Loan-BackedSecurities", published on January 6th, 2010. Other methodologiesand factors that may have been considered in the process of ratingthis issue can also be found on Moody's website.

RATINGS

Issuer: Education Loan Incorporated (FFELP Loans - 2005 Indenture)

2005-1A3, Downgraded to Ba3 (sf); previously on Dec 6, 2010Downgraded to Baa3 (sf) and Placed Under Review for PossibleDowngrade

2005-1B, Downgraded to Caa2 (sf); previously on Dec 6, 2010Downgraded to B2 (sf) and Placed Under Review for PossibleDowngrade

Issuer: Education Loans Incorporated (2004 Indenture)

2004-A1, Downgraded to Ba3 (sf); previously on Dec 6, 2010Downgraded to Baa3 (sf) and Placed Under Review for PossibleDowngrade

2004-A3, Downgraded to Ba3 (sf); previously on Dec 6, 2010Downgraded to Baa3 (sf) and Placed Under Review for PossibleDowngrade

2004-A4, Downgraded to Ba3 (sf); previously on Dec 6, 2010Downgraded to Baa3 (sf) and Placed Under Review for PossibleDowngrade

According to Moody's, the rating actions taken on the notes areprimarily a result of applying Moody's revised CLO assumptionsdescribed in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011. The primary changes to themodeling assumptions include (1) a removal of the temporary 30%default probability macro stress implemented in February 2009 aswell as (2) increased BET liability stress factors and increasedrecovery rate assumptions.

The actions also reflect consideration of an increase in thetransaction's overcollateralization ratios since the rating actionin July 2009. The trustee currently reports the Class A/B, ClassC, Class D and Class E Principal Coverage Ratios at 126.85%,117.78%, 109.92% and 106.09%, respectively, versus levels of122.8%, 114.15%, 106.65% and 102.98% in June 2009.

Due to the impact of revised and updated key assumptionsreferenced in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011, key model inputs used byMoody's in its analysis, such as par, weighted average ratingfactor, diversity score, and weighted average recovery rate, maybe different from the trustee's reported numbers. In its basecase, Moody's analyzed the underlying collateral pool to have aperforming par and principal proceeds balance of $407 million,defaulted par of $6 million, a weighted average defaultprobability of 24% (implying a WARF of 3458), a weighted averagerecovery rate upon default of 48%, and a diversity score of 60.The default and recovery properties of the collateral pool areincorporated in cash flow model analysis where they are subject tostresses as a function of the target rating of each CLO liabilitybeing reviewed. The default probability is derived from the creditquality of the collateral pool and Moody's expectation of theremaining life of the collateral pool. The average recovery rateto be realized on future defaults is based primarily on theseniority of the assets in the collateral pool. In each case,historical and market performance trends and collateral managerlatitude for trading the collateral are also factors.

The principal methodology used in this rating was "Moody'sApproach to Rating Collateralized Loan Obligations" published inJune 2011.

Moody's modeled the transaction using the Binomial ExpansionTechnique, as described in Section 2.3.2.1 of the "Moody'sApproach to Rating Collateralized Loan Obligations" ratingmethodology published in June 2011.

Moody's notes that this transaction is subject to a high levelof macroeconomic uncertainty, as evidenced by 1) uncertaintiesof credit conditions in the general economy and 2) the largeconcentration of speculative-grade debt maturing between 2013 and2015 which may create challenges for issuers to refinance. CLOnotes' performance may also be impacted by 1) the manager'sinvestment strategy and behavior and 2) divergence in legalinterpretation of CLO documentation by different transactionalparties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Deleveraging: The main source of uncertainty in thistransaction is whether deleveraging from unscheduled principalproceeds will commence and at what pace. Deleveraging mayaccelerate due to high prepayment levels in the loan market and/orcollateral sales by the manager, which may have significant impacton the notes' ratings.

2) Exposure to credit estimates: The deal is exposed to a largenumber of securities whose default probabilities are assessedthrough credit estimates. In the event that Moody's is notprovided the necessary information to update the credit estimatesin a timely fashion, the transaction may be impacted by anydefault probability stresses Moody's may assume in lieu of updatedcredit estimates.

EMPORIA PREFERRED: Moody's Upgrades Rating of Class D Notes to Ba1------------------------------------------------------------------Moody's Investors Service has upgraded the ratings of these notesissued by Emporia Preferred Funding II, Ltd.:

According to Moody's, the rating actions taken on the notes areprimarily a result of applying Moody's revised CLO assumptionsdescribed in the publication "Moody's Approach to RatingCollateralized Loan Obligations" published in June 2011. Theprimary changes to the modeling assumptions include (1) a removalof the temporary 30% default probability macro stress implementedin February 2009 as well as (2) increased BET liability stressfactors and increased recovery rate assumptions.

Due to the impact of revised and updated key assumptionsreferenced in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011, key model inputs used byMoody's in its analysis, such as par, weighted average ratingfactor, diversity score, and weighted average recovery rate, maybe different from the trustee's reported numbers. In its basecase, Moody's analyzed the underlying collateral pool to have aperforming par and principal proceeds balance of $333 million,defaulted par of $12.5 million, a weighted average defaultprobability of 23.3% (implying a WARF of 3378), a weighted averagerecovery rate upon default of 48.7%, and a diversity score of 52.Moody's generally analyzes deals in their reinvestment period byassuming the worse of reported and covenanted values for allcollateral quality tests. However, in this case given the limitedtime remaining in the deal's reinvestment period, Moody's analysisreflects the benefit of assuming a higher likelihood that certaincollateral pool characteristics will continue to maintain apositive "cushion" relative to certain covenant requirements, asseen in the actual collateral quality measurements. These defaultand recovery properties of the collateral pool are incorporated incash flow model analysis where they are subject to stresses as afunction of the target rating of each CLO liability beingreviewed. The default probability is derived from the creditquality of the collateral pool and Moody's expectation of theremaining life of the collateral pool. The average recovery rateto be realized on future defaults is based primarily on theseniority of the assets in the collateral pool. In each case,historical and market performance trends and collateral managerlatitude for trading the collateral are also factors.

The principal methodology used in this rating was "Moody'sApproach to Rating Collateralized Loan Obligations" published inJune 2011.

Moody's modeled the transaction using the Binomial ExpansionTechnique, as described in Section 2.3.2.1 of the "Moody'sApproach to Rating Collateralized Loan Obligations" ratingmethodology published in June 2011.

Moody's notes that this transaction is subject to a high level ofmacroeconomic uncertainty, as evidenced by 1) uncertainties ofcredit conditions in the general economy and 2) the largeconcentration of speculative-grade debt maturing between 2013 and2015 which may create challenges for issuers to refinance. CDOnotes' performance may also be impacted by 1) the manager'sinvestment strategy and behavior and 2) divergence in legalinterpretation of CDO documentation by different transactionalparties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1. Recovery of defaulted assets: Market value fluctuations indefaulted assets reported by the trustee and those assumed to bedefaulted by Moody's may create volatility in the deal'sovercollateralization levels. Further, the timing of recoveriesand the manager's decision to work out versus sell defaultedassets create additional uncertainties. Moody's analyzed defaultedrecoveries assuming the lower of the market price and the recoveryrate in order to account for potential volatility in marketprices.

2. Other collateral quality metrics: The deal is allowed toreinvest and the manager has the ability to deteriorate thecollateral quality metrics' existing cushions against the covenantlevels. Moody's analyzed the impact of assuming the worse ofreported and covenanted values for the weighted average ratingfactor and diversity score. However, as a part of the base case,Moody's considered diversity level higher than the covenant andWARF level better than the covenant level due to the largedifference between the reported and covenant levels.

3. Exposure to credit estimates: The deal is exposed to a largenumber of securities whose default probabilities are assessedthrough credit estimates. In the event that Moody's is notprovided the necessary information to update the credit estimatesin a timely fashion, the transaction may be impacted by anydefault probability stresses Moody's may assume in lieu of updatedcredit estimates.

FALCON FRANCHISE: Fitch Affirms Junk Rating on Class E Notes------------------------------------------------------------Fitch Ratings has taken these actions on three Falcon FranchiseLoan Transactions:

All rating actions reflect the application of 'SurveillanceCriteria for Franchise Loan ABS' dated May 20, 2011.

The downgrade to the class A notes in Falcon 2000-1 is a result ofthe application of rating caps as detailed in the FranchiseSurveillance Criteria. While the rating cap methodology suggestsan 'Asf' rating based on the low borrower count, mitigatingfactors exist which have limited the downgrade to one category.These include the steady performance to date, increasing andsubstantial credit enhancement (CE), and senior position in thewaterfall. The affirmations to the class B, C, D, and E notesreflect each class' ability to pass stress case scenariosconsistent with the current ratings. The assignment of a NegativeOutlook for the class B, C, and D notes reflects the potential forinterest shortfalls to accrue were any borrowers to default. Werethis to occur, downgrades to the affected classes would be likely.

The affirmations to the class A-2 and B notes in Falcon 2001-1reflect each class' ability to pass stress case scenariosconsistent with the current ratings. While the rating capmethodology suggests a 'BBsf' rating for both classes based on thelow borrower count, mitigating factors exist which have resultedin affirmations. These include the steady performance to date,increasing and substantial CE levels, and senior position in thewaterfall. Furthermore, the collateral of the largest borrower inthe pool, which represents approximately 34%, was replaced with aletter of credit from a highly rated financial institution,greatly limiting the potential for default. The downgrade to theclass C notes reflects their propensity to experience interestshortfalls, which have fluctuated over the past two years.Recovery prospects for the class D notes have improved slightlysince the last review, leading to the RR revision. The class E andF notes are expected to receive little to no future payments,consistent with their current 'Dsf/RR6' rating. The assignment ofa Negative Outlook for the class B and C notes reflects thepotential for interest shortfalls to accrue were any borrowers todefault. Were this to occur, downgrades to the affected classeswould be likely.

The downgrades to class A-1, A-2, and B notes in 2003-1reflect the opinion that default is probable for the class Anotes and inevitable for the class B notes. Since the lastreview, actual recoveries on defaulted loans were lower thanexpected and recovery prospects on currently defaulted loanshave declined. The class B notes and all those subordinate areundercollateralized and expected losses on the current defaultsare likely to result in principal losses for the class A notesbased on Fitch's recovery assumptions. While default isinevitable for all other subordinate classes, the class C and Dnotes are expected to continue to receive minimal interestpayments, consistent with a 'Csf/RR5'. The class E and F notesare expected to receive no further payments, consistent with a'Csf/RR6'.

Fitch will continue to monitor these transactions and may takeadditional rating action in the event of changes in performanceand credit enhancement measures.

FLEET LEASE: Moody's Raises Rating of 1 Class of Fixed Rate Notes-----------------------------------------------------------------Moody's Investors Service has taken action on the subordinatedclass of Fleet Lease Receivables Trust Series 2010-1 fixed rateasset backed notes previously on review for possible upgrade.The notes were issued by Fleet Lease Receivables Trust (theTrust), a special purpose trust established under the laws of theProvince of Ontario, Canada. The servicer of the Trust is VehicleManagement Services Inc. (PHH Canada), a Canadian subsidiary ofPHH Corporation (PHH, Ba2, stable), a mortgage and fleet lease andmanagement company.

This transaction has been amortizing after closing. The principalof the Class A and Class B notes are paid sequentially, supportedby over-collateralization and a reserve account. Theovercollateralization has reached its floor and the reserveaccount is non-declining reserve account. With approximately 20months of amoritzation, the transaction is performing well, withsignificant buildup in credit enhancement. Specifically, totalcredit enhancement to Class B is about 13% of the current poolbalance, up from 7.00% at closing.

The collateral performance of the pool has been good and withinMoody's expectations with three-month average delinquencies at0.61% and three-month average charge off ratio of -0.18%.

During the review period, Moody's has fine-tuned its analysis ofhow the increased credit enhancement benefits this class, withattention to modeling, structural features, potential lossseverity in light of seniority and current obligor poolconcentrations.

The notes are ultimately backed by a special unit of beneficialinterest in a pool of 100% open-end leases and the relatedvehicles. The leases were originated by PHH Canada, a Canadiancorporation and a wholly-owned indirect subsidiary of PHH, whichprovides fleet leasing and fleet management services primarily tocorporate clients throughout the United States and Canada.

PRINCIPAL METHODOLOGY

As the majority of the underlying collateral consists of a pool ofopen-end leases (i.e. leases where the lessees are responsible forany residual value losses), the potential credit loss of thistransaction is primarily driven by the default likelihood ofthe lessees, the recovery rate when a lessee defaults, and thediversity of the pool of lessees. An approach similar to thatused in CDO transactions is used. The CDO approach hinges onthe idea of using a 'hypothetical pool' to map the credit andloss characteristics of an actual pool and then employing amathematical technique called binomial expansion to determinethe expected loss of the bond to be rated. Using the binomialexpansion technique, the probability of default of each possiblescenario is calculated based on a mathematical formula, and thecashflow profile for each scenario is determined based on anassumed recovery rate. Then each cashflow scenario is fed into aliability model to determine the actual loss on the bond undereach scenario, and the probability weighted loss or expected lossof the bond is determined. The expected loss of the bond is thencompared with Moody's Idealized Cumulative Expected Loss RatesTable to determine a rating for the bond.

The hypothetical pool is characterized by a diversity score. Thediversity score measures the diversity of the actual pool bymathematically converting the obligor concentrations of the actualpool into the number of equally-sized uncorrelated obligors whichwould represent the same credit risk as the actual pool. Thisprocess is summarized as follows. Each lessee is assigned itsapplicable industry category. Lessees in the same industry areassumed to be correlated with each other, while lessees indifferent industries are assumed to be independent. The number oflessees in the same industry is reduced to reflect the correlationamong them. For example, when calculating the diversity score, sixequal-sized lessees in the same industry are counted as threeindependent obligors, while six equal-sized lessees in sixdifferent industries are counted as six independent obligors. Thesize of the lessees is also accounted for by reducing the numberof lessees with below average lessee size. In general, the higherthe diversity score, the lower the collateral loss volatility willbe and consequently, the lower the expected loss of a security,other factors being the same.

Each possible default scenario is determined by both the diversityscore and the average probability of default of the pool. Theweighted average probability of default of the pool is determinedby the probability of default of each lessee or obligor, which isestimated using the actual lessees' credit ratings, if rated. Fornon-rated lessees, the average rating is assumed to be lower thanthat of the rated lessees. For example, if the average rating forthe rated lessees is Baa3, Moody's assumes a rating of Ba3 orlower as the average rating for the non-rated lessees. Theestimated weighted average rating for the entire hypotheticalpool is then used to estimate the probability of each defaultscenario.

The actual net loss on the bonds under each default scenario isdetermined taking into consideration of recoveries in case ofdefault. When a lessee defaults, recoveries are obtained as therelated leased vehicles are reprocessed and sold to repay thedefaulted lease obligation. Moody's conducts detailed recoveryanalyses based on the types of vehicles leased and various defaultscenarios for lessees. Based on those recovery analyses, Moody'sdetermines the ratings after considering the breakeven recoveryrates for the different classes of notes at their associatedcredit enhancement levels.

The upgrades are due to an increase in subordination from payoffsand amortization and an increase in the share of defeasance. Thepool has paid down 54% since securitization and 38% since lastreview. Twenty loans, representing 42% of the pool, have beenfully defeased and are secured by U.S. Government securitiescompared to 38% at last review.

The affirmations are due to key parameters, including Moody's loanto value (LTV) ratio, Moody's stressed debt service coverage ratio(DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges. Based on Moody's current base expected loss,the credit enhancement levels for the affirmed classes aresufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of2.1% of the current balance. At last full review, Moody'scumulative base expected loss was 1.6%. Moody's stressed scenarioloss is 5.5% of the current balance. Depending on the timing ofloan payoffs and the severity and timing of losses from speciallyserviced loans, the credit enhancement level for investment gradeclasses could decline below the current levels. If futureperformance materially declines, the expected level of creditenhancement and the priority in the cash flow waterfall may beinsufficient for the current ratings of these classes.

Moody's analysis reflects a forward-looking view of the likelyrange of collateral performance over the medium term. From time totime, Moody's may, if warranted, change these expectations.Performance that falls outside an acceptable range of the keyparameters may indicate that the collateral's credit quality isstronger or weaker than Moody's had anticipated during the currentreview. Even so, deviation from the expected range will notnecessarily result in a rating action. There may be mitigating oroffsetting factors to an improvement or decline in collateralperformance, such as increased subordination levels due toamortization and loan payoffs or a decline in subordination due torealized losses.

Primary sources of assumption uncertainty are the current sluggishmacroeconomic environment and varying performance in thecommercial real estate property markets. However, Moody's expectsto see increasing or stabilizing property values, highertransaction volumes, a slowing in the pace of loan delinquenciesand greater liquidity for commercial real estate in 2011 The hoteland multifamily sectors are continuing to show signs of recovery,while recovery in the office and retail sectors will be tied torecovery of the broader economy. The availability of debt capitalcontinues to improve with terms returning toward market norms.Moody's central global macroeconomic scenario reflects an overallsluggish recovery through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations.

The methodologies used in this rating were "Moody's Approach toRating U.S. CMBS Conduit Transactions" published in September2000, and "Moody's Approach to Rating CMBS Large Loan/SingleBorrower Transactions" published in July 2000.

Moody's review incorporated the use of the Excel-based CMBSConduit Model v 2.50 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a paydown analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity, is aprimary determinant of pool level diversity and has a greaterimpact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on theunderlying rating of the loan which corresponds to a range ofcredit enhancement levels. Actual fusion credit enhancement levelsare selected based on loan level diversity, pool leverage andother concentrations and correlations within the pool. Negativepooling, or adding credit enhancement at the underlying ratinglevel, is incorporated for loans with similar credit estimates inthe same transaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 18 compared to 28 at Moody's prior full review.

In cases where the Herf falls below 20, Moody's also employs thelarge loan/single borrower methodology. This methodology uses theexcel-based Large Loan Model v 8.0 and then reconciles and weightsthe results from the two models in formulating a ratingrecommendation. The large loan model derives credit enhancementlevels based on an aggregation of adjusted loan level proceedsderived from Moody's loan level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype, and sponsorship. These aggregated proceeds are then furtheradjusted for any pooling benefits associated with loan leveldiversity, other concentrations and correlations.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated December 17,2010.

DEAL PERFORMANCE

As of the October 12, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 54% to$334.85 million from $728.32 million at securitization. TheCertificates are collateralized by 55 mortgage loans rangingin size from less than 1% to 7% of the pool, with the top tenloans representing 36% of the pool. Twenty loans, representing42% of the pool, have defeased and are collateralized withU.S. Government securities, compared to 38% at last review. Theentire pool matures by March 2012. All but four of these loans,representing 4% of the non-defeased pool, have a Moody's stresseddebt service greater than 1.0X.

Thirty loans, representing 43% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

Ten loans have been liquidated from the pool since securitization,resulting in an aggregate $19.8 million loss (53% loss severity onaverage). Currently two loans, representing 6% of the pool, are inspecial servicing. The master servicer has not recognized anyappraisal reductions for the specially serviced loans. Moody's hasestimated an aggregate loss of $320 thousand (25% expected loss onaverage) for the specially serviced loans.

Moody's has assumed a high default probability for three poorlyperforming loans representing 3% of the pool and has estimated a$2.0 million loss (20% expected loss based on a 50% probabilitydefault) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011operating results for 100% and 83% of the performing pool,respectively. Excluding the specially serviced Corner HouseShoppes loan and troubled loans, Moody's weighted average LTV is75% compared to 78% at last full review. Moody's net cash flowreflects a weighted average haircut of 13% to the most recentlyavailable net operating income. Moody's value reflects a weightedaverage capitalization rate of 9.6%.

Excluding the specially serviced and troubled loans, Moody'sactual and stressed DSCRs are 1.41X and 1.48X, respectively,compared to 1.40X and 1.38X at last review. Moody's actual DSCR isbased on Moody's net cash flow (NCF) and the loan's actual debtservice. Moody's stressed DSCR is based on Moody's NCF and a 9.25%stressed rate applied to the loan balance.

The top three loans represent 17% of the pool balance. The largestloan is the Promenade Loan ($24.6 million -- 7.3% of the pool),which is secured by a 352,000 square foot (SF) power centerlocated in Garden Grove, California. Anchor tenants include RegalCinemas, 24 Hour fitness, Ross Dress for Less and Marshall's. Theproperty was 91% leased as of July 2011 compared to 80% at lastreview. The property's financial performance has improved sincelast review. Moody's LTV and stressed DSCR are 53% and 2.04X,respectively, compared to 60% and 1.81X at last review.

The second largest loan is the U-Hall Portfolio Loan($21.0 million -- 6.3% of the pool), which is secured by 14 selfstorage properties located in 11 states. The portfolio totals7,128 units with individual properties ranging from 244 to 745units. The portfolio was 84% leased as of June 2011 compared to80% at last review. The loan is currently on the master servicer'swatchlist due to its upcoming maturity in January 2012. Moody'sLTV and stressed DSCR are 50% and 2.12X, respectively, compared to51% and 2.06X at last review.

The third largest loan is the Ann Arbor Properties Loan($10.9 million -- 3.2% of the pool), which is secured by a 167-unit multifamily property located in Ann Arbor, Michigan. As ofDecember 2010, the property was 100% leased, the same as at lastfull review. Property performance has been stable. The loan iscurrently on the master servicer's watchlist due to its upcomingmaturity in November 2011. Moody's LTV and stressed DSCR are 73%and 1.40X, respectively, compared to 73% and 1.41X at last review.

GALLERY AT HARBORPLACE: Moody's Cuts Rating on B-3 Notes to 'Ca'----------------------------------------------------------------Moody's Investors Service (Moody's) upgraded the ratings of threeclasses of Gallery at Harborplace Mortgage Trust CommercialPass-Through Certificates, Series 2000-C5C:

The upgrades are due to better property cash flow performance anddecreased expected loss resulting from the interest shortfalls andfees associated with the GGP bankruptcy loan modifications.

Moody's analysis reflects a forward-looking view of the likelyrange of collateral performance over the medium term. From time totime, Moody's may, if warranted change these expectations.Performance that falls outside an acceptable range of the keyparameters may indicate that the collateral's credit quality isstronger or weaker than Moody's had anticipated during theprevious review. Even so, deviation from the expected range willnot necessarily result in a rating action. There may be mitigatingor offsetting factors to an improvement or decline in collateralperformance, such as increased subordination levels due toamortization and loan payoffs or a decline in subordination due torealized losses. This action concludes Moody's review of thistransaction.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics. Primary sources of assumption uncertaintyare the current sluggish macroeconomic environment and performancein the commercial real estate property markets. While commercialreal estate property markets are gaining momentum, a consistentupward trend will not be evident until the volume of transactionsincreases, distressed properties are cleared from the pipeline andjob creation rebounds. The hotel and multifamily sectors arecontinuing to show signs of recovery through the first half of2011, while recovery in the non-core office and retail sectors aretied to pace of recovery of the broader economy. Core officemarkets are showing signs of recovery through lending andleasing activity. The availability of debt capital continues toimprove with terms returning toward market norms. Moody's centralglobal macroeconomic scenario reflects an overall sluggishrecovery as the most likely scenario through 2012, amidst ongoingindividual, corporate and governmental deleveraging, persistentunemployment, and government budget considerations, however thedownside risks to the outlook have risen since last quarter.

The principal methodology used in this rating was "Moody'sApproach to Rating CMBS Large Loan/Single Borrower Transactions"published in July 2000.

Moody's review incorporated the use of the excel-based Large LoanModel v 8.2. The large loan model derives credit enhancementlevels based on an aggregation of adjusted loan level proceedsderived from Moody's loan level LTV ratios. Major adjustments todetermining proceeds include leverage, loan structure, propertytype, and sponsorship. These aggregated proceeds are then furtheradjusted for any pooling benefits associated with loan leveldiversity, other concentrations and correlations.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior review issummarized in a press release dated December 17, 2010.

DEAL PERFORMANCE

The transaction consists of a $10.5 million B-Note which issubordinate to an A-Note that was securitized in LB-UBS 2000-C5.The A-Note has amortized approximately 15% to $50.8 million from$60.0 million at securitization. The loan matures in June 2014.

The loan is secured by a 403,261 square foot office and retailmixed-use complex and 1,140-space parking garage located withinthe Inner Harbor development in Baltimore, Maryland. The propertywas developed in 1987 by The Rouse Company which was acquired byGeneral Growth Properties (GGP) in 2004. The office component(264,729 square feet) was 54% leased as of June 2011 compared to55% at last review. The retail component (139,036 square feet) was88% leased as of June 2011, the same as at last review. The netcash flow has improved since last review. Moody's current loan tovalue (LTV) ratio and stressed debt service coverage ratio (DSCR)are 84% and 1.22X.

Based on the most recent remittance statement, Classes B-2 and B-3have experienced cumulative interest shortfalls totaling $502,948,compared to $488,671 at last review. These shortfalls are due to areallocation of the B-Note debt service payments to the A- Noteholder during the GGP bankruptcy. Additional interest shortfallswill result from workout fees based on 1% of the monthly debtservice payments and outstanding loan balance at maturity of boththe A-Note and B-Note. Only the B-Note will be assessed for theworkout fees.

"Our rating actions follow our analysis of the transactionprimarily using our U.S. conduit/fusion criteria, thetransaction structure, and the liquidity available to the trust.The downgrades reflect credit support erosion we anticipatewill occur upon the eventual resolution of 21 ($681.8 million,19.2%) of the transaction's 27 ($1.01 billion, 28.6%) speciallyserviced assets, and one loan ($19.7 million, 0.56%) that wastransferred to special servicing subsequent to the 2011 trusteeremittance report's record date. In addition, we considered themonthly interest shortfalls that are affecting the trust and thepotential for additional interest shortfalls associated with loanmodifications and/or revised appraisal reduction amounts (ARAs)on the specially serviced assets. Our analysis also considered 41($1.28 billion, 36.3%) loans in the pool that have a reported DSCof less than 1.10x, 31 of which ($980.0 million, 27.6%) have areported DSC below 1.00x," S&P stated.

The affirmed ratings on the principal and interest certificatesreflect subordination and liquidity support levels that areconsistent with the outstanding ratings. "We affirmed our 'AAA(sf)' ratings on the class XC and XP interest-only (IO)certificates based on our current criteria," S&P related.

"Our analysis included a review of the credit characteristics ofall of the remaining assets in the pool. Using servicer-providedfinancial information, we calculated an adjusted debt servicecoverage (DSC) of 1.17x and a loan-to-value (LTV) ratio of 133.4%.We further stressed the loans' cash flows under our 'AAA' scenarioto yield a weighted average DSC of 0.73x and an LTV ratio of182.1%. The implied defaults and loss severity under the 'AAA'scenario were 94.4% and 47.1%, respectively. All of the DSC andLTV calculations we exclude 22 ($701.6 million, 19.8%) of thetransaction's 28 ($1.03 billion, 29.2%) specially serviced assets.We separately estimated losses for the excluded specially servicedassets and included them in the 'AAA' scenario implied default andloss severity figures," S&P stated.

As of the Oct. 11, 2011, trustee remittance report, the trustexperienced monthly interest shortfalls totaling $1.0 million.The interest shortfalls were primarily related to ASER amountstotaling $462,307 associated with 15 of the specially servicedassets, as well as special servicing fees ($294,877), interest notadvanced ($147,000), interest on advances ($99,600), shortfallsdue to rate modifications ($16,467), and workout fees ($4,394).The $462,307 ASER amount was net of $360,921 of recovered ASERsfrom three loans that are currently with the special servicer andthe special servicer expects this recovered ASER amount to benonrecurring. The current interest shortfalls affected allclasses subordinate to and including class E. "While the class Dcertificates has had accumulated interest shortfalls that havebeen outstanding for three months, we expect these accumulatedinterest shortfalls to be paid back in the next trustee remittancereport period based on the current interest shortfalls and theASER repayments. However, if the payback of this class does notoccur as expected and the accumulated interest shortfalls remainoutstanding, we may consider downgrading this class to 'D (sf)'from 'CCC- (sf)'. We downgraded class B to 'CCC+ (sf)' and class Cto 'CCC- (sf)' due to reduced liquidity support available to theseclasses and their susceptibility to interest shortfalls in thefuture relating to the specially serviced assets," S&P said.

Credit Considerations

As of the Oct. 11, 2011, remittance report, 27 ($1.01 billion,28.6%) assets in the pool were with the special servicer,LNR Partners LLC (LNR). There were two ($34.3 million, 1.0%) B-notes created due to modifications to the whole loans that arewith the special servicer. The payment status of the speciallyserviced assets is: four($25.1 million, 0.7%) are real estateowned (REO), five ($255.1 million, 7.2%) are in foreclosure,eight ($282.5 million, 8.0%) are 90-plus-days delinquent,one ($11.3 million, 0.3%) is 60-plus-days delinquent, two($265.6 million, 7.5%) are 30 days delinquent, two ($88.8 million,2.5%) are less than 30 days delinquent, four ($31.1 million,0.8%) are in their grace period, and one ($54.3 million, 1.6%)is current. "Appraisal reduction amounts (ARAs) totaling$277.7 million were in effect for 17 specially serviced assets.Also, on Oct. 6, 2011, LNR notified us that the Deerfield LuxuryTownhomes loan ($19.7 million, 0.6%) transferred to specialservicing. The payment status of this loan is 60-plus-daysdelinquent," S&P related. The four largest specially servicedassets, all of which are top 10 assets, are:

The 666 Fifth Avenue loan is the largest asset with the specialservicer and the largest asset in the pool with a trust balance of$249.0 million (7.0%) and whole-loan balance of $1.2 billion. Theloan is secured by a 39-story, 1.5 million-sq.-ft., class-A officebuilding in Midtown Manhattan on Fifth Avenue between West 52ndand West 53rd street. The 10-year whole loan is a IO and is due tomature on February 5, 2017. The loan was transferred to thespecial servicer on March 3, 2010 because the borrower requested arestructuring of the loan due to declining financial performanceof the asset. "The special servicer has notified us that it iscurrently discussing a loan modification with the borrower. Themost recent reported DSC and occupancy were 0.49x and 78.0%,respectively, as of Dec. 31, 2010. The loan's reported paymentstatus is 30 days delinquent," S&P related.

The Manhattan Office Portfolio loan ($192.1 million, 5.4%), thefifth-largest asset in the pool, is secured by a 36-buildingmultifamily apartment complex portfolio totaling 1,083 units inNew York City. The loan was transferred to the special servicer onFeb. 27, 2009, due to imminent monetary default. The reportedpayment status of the loan is 90-plus-days delinquent. The specialservicer indicated that it is considering a note sale. Thereported DSC was 0.22x for year-end 2009 and reported occupancywas 85.0% as of year-end 2010. There is an ARA of $111.2 millionfor this loan. "We expect a significant loss upon the resolutionof this asset," S&P said.

The Four Seasons Resort Maui loan, the sixth-largest asset in thepool, has a whole-loan balance of $425.0 million that is splitinto two pari passu pieces: $175.0 million makes up 4.9% of thepool trust balance. The remaining $250.0 million is in the CD2007-CD4 transaction. The loan is secured by a 380-room full-service luxury resort hotel in Wailea (in Maui County), Hawaii.The loan was transferred to the special servicer on April 6, 2010,due to monetary default. Although the loan has a reportedforeclosure payment status as of the October 2011 remittancereport date, the special servicer for this loan, CWCapital AssetManagement LLC, stated that the loan has since been modifiedand the payment status is current. The modification terms include,but are not limited to, bifurcating the trust's $175.0 millionnote into a $144.1 million senior A note and a $30.9 millionsubordinate B note, establishing debt service, operating loss andcapital reserves, and extending the loan's maturity to Jan. 1,2019, from Jan. 1, 2014. The remaining $250.0 million note that isin the CD 2007-CD4 trust is split into a $205.9 million senior Anote and a $44.1 million subordinate B note. The reported DSC was1.09x for the trailing 12-months ending Aug. 31, 2011. An ARA of$79.8 million is in effect against the loan. "We expect a moderateloss upon the eventual resolution of this loan," S&P said.

The Galleria Officentre loan ($86.8 million, 2.4%), the 10th-largest asset in the pool, is secured by a suburban office complexconsisting of four class-A buildings totaling 1.0 million sq. ftin Southfield, Mich. The loan was transferred to the specialservicer on August 16, 2011 due to imminent monetary default. Theloan's reported payment status is less than 30 days delinquent.The most recent reported DSC and occupancy were 0.79x and 72% asof Dec. 31, 2010. The special servicer indicated that it isexploring various workout strategies. "If the loan is not modifiedthen we expect a significant loss upon the resolution of thisasset," S&P said.

The 24 remaining specially serviced assets have individualbalances that represent less than 1.6% of the total pool balance.ARA's totaling $86.7 million are in effect against 15 of theseassets. "We estimated losses for 19 of these 24 assets, arrivingat a weighted average loss severity of 48.1%," S&P related.

According to the master servicer, three loans totaling $48.6(1.2%) were previously with the special servicer and have sincebeen returned to the master servicer. The Four Seasons Resort Mauiloan ($175.0 million, 4.9%) is also scheduled to return to themaster servicer. Pursuant to the transaction documents, thespecial servicer is entitled to a workout fee that is 1% of allfuture principal and interest payments should the loans performand remain with the master servicer.

Transaction Summary

As of the Oct. 11, 2011, trustee remittance report, the collateralpool had a trust balance of $3.54 billion, down from $3.95 billionat issuance. The pool currently includes 175 loans and four REOassets. The master servicers, KeyBank Real Estate Capital MarketsInc. and Bank of America N.A., provided information for 94.2% ofthe loans in the pool: 81.0% was partial- or full-year 2010 datawhile 13.2% was 2009 data.

"We calculated a weighted average DSC of 1.14x for the pool basedon the reported figures. Our adjusted DSC and LTV ratio were 1.17xand 133.4%, which exclude 22 ($701.6 million, 19.8%) of thetransaction's 28 ($1.03 billion, 29.2%) specially serviced assets.We separately estimated losses for these assets. The servicerprovided recent financial information for 14 of the 22 speciallyserviced assets for which we estimated losses. The weightedaverage DSC for these loans is 0.49. To date, the trust hasexperienced $78.7 million in principal losses relating to 17assets. Thirty-four ($448.0 million, 12.6%) loans, including theseventh-largest loan in the pool, are on the master servicer'swatchlist," S&P said.

Summary of Top 10 Loans

The top 10 loans have an aggregate outstanding trust balance of$1.71 billion (48.3%). "Using servicer-reported numbers, wecalculated a weighted average DSC of 1.42x for the six of the top10 loans. The remaining four loans ($702.9 million, 19.7%) arewith the special servicer. Our adjusted DSC and LTV ratio for thetop 10 loans were 0.99x and 160.5%. The Pacific Shores loan($165.9 million, 4.7%), the seventh-largest asset in the pool,appeared on the master servicers' combined watchlist due to itsimpending Jan. 1, 2012, maturity. The loan is secured by eightoffice properties totaling 1.2 million net rentable sq. ft. inRedwood City, Calif. According to the master servicer, it is indiscussions with the borrower regarding a potential transfer ofthe loan to the special servicer. The borrower has indicated thatit is having difficulty securing refinancing at the maturity datebecause of the high percentage of tenants having their leasesrolling in the next four years. The reported DSC and occupancy forthe 12 months ended Dec. 31, 2010, were 1.95x and 87.0%," S&Pstated.

Standard & Poor's stressed the assets in the pool according to itscurrent criteria, and the analysis is consistent with the loweredand affirmed ratings.

The upgrades are due to an increase in subordination due to loanpayoffs and amortization and overall stable pool performance.

The affirmations are due to key parameters, including Moody'sloan to value (LTV) ratio, Moody's stressed debt service coverageratio (DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges. Based on Moody's current base expected loss,the credit enhancement levels for the affirmed classes aresufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected lossof 2.1%. At last review, Moody's cumulative base expected losswas 2.7%. Moody's stressed scenario loss is 7.3% of the currentbalance. Depending on the timing of loan payoffs and the severityand timing of losses from specially serviced loans, the creditenhancement level for investment grade classes could decline belowthe current levels. If future performance materially declines, theexpected level of credit enhancement and the priority in the cashflow waterfall may be insufficient for the current ratings ofthese classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the givenrange may indicate that the collateral's credit quality isstronger or weaker than Moody's had anticipated when the relatedsecurities ratings were issued. Even so, a deviation from theexpected range will not necessarily result in a rating action nordoes performance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics.

Primary sources of assumption uncertainty are the current sluggishmacroeconomic environment and performance in the commercial realestate property markets. While commercial real estate propertymarkets are gaining momentum, a consistent upward trend will notbe evident until the volume of transactions increases, distressedproperties are cleared from the pipeline and job creationrebounds. The hotel and multifamily sectors are continuing toshow signs of recovery through the first half of 2011, whilerecovery in the non-core office and retail sectors are tied topace of recovery of the broader economy. Core office markets areshowing signs of recovery through lending and leasing activity.The availability of debt capital continues to improve withterms returning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The principal methodology used in this rating was "Moody'sApproach to Rating Fusion U.S. CMBS Transactions" published inApril 2005.

Moody's review incorporated the use of the excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a pay down analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity,is a primary determinant of pool level diversity and has agreater impact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on theunderlying rating of the loan which corresponds to a range ofcredit enhancement levels. Actual fusion credit enhancement levelsare selected based on loan level diversity, pool leverage andother concentrations and correlations within the pool. Negativepooling, or adding credit enhancement at the underlying ratinglevel, is incorporated for loans with similar credit estimates inthe same transaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40.The pool has a Herf of 37 compared to 40 at last review.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated November 18, 2010.

DEAL PERFORMANCE

As of the October 11, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 42% to$734.5 million from $1.27 billion at securitization. TheCertificates are collateralized by 100 mortgage loans rangingin size from less than 1% to 8% of the pool, with the top tenloans representing 36% of the pool. Sixteen loans, representing16% of the pool, have defeased and are collateralized with U.S.Government securities. At last review, defeasance represented 15%of the pool. The pool contains one loan with an investment-gradecredit estimate, representing 8% of the pool.

Nineteen loans, representing 25% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

Nine loans have been liquidated from the pool, resulting in anaggregate realized loss of $19.4 million (39% loss severity).Currently there is one loan in special servicing. The Hanford Mallloan ($26.3 million -- 3.6% of the pool) is secured by a 323,000square foot retail property located in Hanford, California. Theloan was transferred into special servicing in September 2010 dueto imminent maturity default. As part of the loan modification,the maturity date was extended from December 2010 to June 2011. Asof September 2011, the property was 93% leased compared to 95% atMoody's last review. The full year 2010 net operating income DSCRwas 1.33X; as of September 2011 the DSCR was 1.32X. Moody's doesnot anticipate a loss on from this loan.

Moody's has assumed a high default probability for five poorlyperforming loans, representing 2.9% of the pool, and has estimateda $4.27 million loss (20% expected loss based on a 50% probabilitydefault) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011operating results for 99% and 82% of the pool, excluding defeasedloans. Excluding troubled loans, Moody's weighted average LTV is83% compared to 81% at last review. Moody's net cash flow reflectsa weighted average haircut of 13% to the most recently availablenet operating income. Moody's value reflects a weighted averagecapitalization rate of 9.2%.

The loan with a credit estimate is the AFR Portfolio Loan($42.1 million -- 5.7% of the pool), which represent a 22% paripassu interest in a first mortgage loan secured by 114 propertieslocated in various states. The properties consist of officebuildings, operation centers and retail bank branches. As ofDecember 2010, the portfolio was 91% leased compared to 86% atlast review. Six properties have been released from the pool and32 properties, representing 25% of the loan balance, have defeasedsince securitization. Due to property releases, defeasance andloan amortization, the loan balance has decreased by approximately44% since securitization. The portfolio is also encumbered by a$56.2 million B Note, which is held outside the trust. Moody'scredit estimate and stressed DSCR are A1 and 1.91X, respectively,compared to A1 and 1.82X at last review.

The top three performing conduit loans represent 14% of the poolbalance. The largest loan is the Arapahoe Crossings ShoppingCenter Loan ($43.6 million -- 5.9% of the pool), which is securedby a 466,000 square foot retail power center built in phasesbetween 1997 and 2001. The property consists of 14 contiguous andfree standing buildings located in Aurora (Denver), Colorado. Thelargest tenants are Kohl's (19% of the net rentable area (NRA);lease expiration January 2040), AMC Theatres (16% of the NRA;lease expiration January 2018) and Kroger's Supermarket (15% ofthe NRA; lease expiration in January 2019). As of August 2011, theproperty was 92% leased compared to 94% at last review. Theborrower has reported that Ross Dress for Less (6.5% of the NRA)and Old Navy (5.4% of the NRA) will vacate their premises whentheir leases expire in January 2012 and October 2011,respectively. By January 2012, a total of 15% the NRA will havevacated, reducing the property's occupancy to 76% if no additionalleasing has occured during the interim. The loan matures inNovember 2014. Moody's LTV and stressed DSCR are 98% and 0.99X,respectively, compared to 82% and 1.19X at last review.

The second largest loan is the Elmwood Shopping Center Loan($32.7 million -- 4.5% of the pool), which is secured by a 458,000square foot power center built in 1972 and renovated in 1997. Theproperty is located in Harahan, approximately 10 miles west of NewOrleans, Louisiana. The largest tenants are Elmwood Fitness (18%of the NRA; lease expiration in December 2012), Marshalls (8% ofthe NRA; lease expiration in October 2012;) and OfficeMax (7% ofthe NRA; lease expiration in December 2012). As of June 2011, theproperty was 95% leased compared to 96% at last review. Leases forapproximately 35% of the NRA expire within the next two years.Actual 2010 net operating income (NOI) decreased by 8% due to a42% drop in expenses recoveries. Moody's LTV and stressed DSCR are79% and 1.31X, respectively, compared to 72% and 1.43X at lastreview.

The third largest loan is the Devonshire Reseda Shopping CenterLoan ($27.6 million -- 3.8% of the pool), which is secured by an183,000 square foot shopping center located in Northridge,California. As of September 2011, the property was 100% leasedcompared to 98% at last review. The property is anchored by LAFitness, which leases 25% of the NRA through to February 2022, andAlbertson's Supermarket, which leases 19% of the NRA through March2014. Property performance has remained since last review. Moody'sLTV and stressed DSCR are 70% and 1.1.4X, respectively, comparedto 68% and 1.21X at last review.

"The upgrades reflect the improved performance we have observed inthe deal's underlying asset portfolio, as well as a $56.6 millionpaydown to the class A notes since we last upgraded them onOct. 29, 2010. As of the Sept. 15, 2011, trustee report, thetransaction had only $1.34 million in defaulted assets, comparedwith the $8.07 million noted in the Sept. 15, 2010 trustee report,which we referenced for our October 2010 rating actions," S&Psaid.

Additionally, the class A notes have paid down to $62.5 millionfrom $119.1 million during the same period. The affirmationsreflect the credit support available to the notes at the currentrating levels.

The transaction has also benefited from an increase in theovercollateralization (O/C) available to support the rated notes.The trustee reported the following O/C ratios in the Sept. 15,2011 monthly report:

The B O/C ratio was 145.72%, compared with a reported ratio of 122.07% in September 2010;

The C O/C ratio was 127.20%, compared with a reported ratio of 112.70% in September 2010;

The D O/C ratio was 111.82%, compared with a reported ratio of 104.07% in September 2010; and

The E O/C ratio was 103.38%, compared with a reported ratio of 98.16% in September 2010.

Standard & Poor's will continue to review whether, in its view,the ratings currently assigned to the notes remain consistent withthe credit enhancement available to support them and take ratingactions as it deems necessary.Rating And Creditwatch Actions

Since last review, class A-1 has received pay down of$53.5 million due to intermittent overcollateralization (OC) testfailures. While both Fitch's loss expectations for the pool andthe credit enhancement to the classes have generally improvedsince last review, upgrades were not taken at this time due thenearly one-third in uninvested principal proceeds currently in thetransaction and uncertainty regarding reinvestment collateral.Currently, the CDO holds approximately $107 million in cash.These funds are expected to be redeployed into new assets prior tothe end of the reinvestment period in August 2012.

Since last review, eight loans were disposed of with realizedlosses totaling approximately $14.5 million. The CDO is currentlyundercollateralized by an estimated $38 million.

HMI I 2007-1 is co-managed by Hartford Investment ManagementCompany (HIMCO) and KeyBank Real Estate Equity Capital Inc. As ofthe October 2011 trustee report, the F/G/H OC test was failing,cutting off interest payments to class J and below. The failureis expected to be cured as of the November 2011 report due to aprincipal paydown. All other OC and interest coverage ratios arein compliance.

Under Fitch's surveillance methodology, approximately 61.3% of theportfolio is modeled to default in the base case stress scenario,defined as the 'B' stress. In this scenario, the modeled averagecash flow decline is 8.9% from the most recent available cashflows (generally year-end 2010 or trailing 12 months [TTM] firstquarter 2011). Fitch estimates that overall recoveries will bebetter than average at 56.2%.

The next largest component of Fitch's base case loss expectationis related to a whole loan (9.3%) secured by a 220,000 sf officeproperty located in Costa Mesa, CA. While the property is now100% leased, recent leasing has been below prior rent levels.Further, a large tenant continues to market its space for subleasewhile another tenant has indicated it will be terminating aportion of its lease. Fitch modeled a term default with asignificant loss in its base case scenario.

The third largest component of Fitch's base case loss expectationis related to a whole loan (4.2%) secured by a three-propertymultifamily portfolio located in Central California. Theportfolio's performance remains challenged by economic conditionsin the market. Fitch modeled a term default with a significantloss in the base case scenario.

This transaction was analyzed according to the 'SurveillanceCriteria for U.S. CREL CDOs and CMBS Large Loan Floating-RateTransactions', which applies stresses to property cash flows anddebt service coverage ratio (DSCR) tests to project future defaultlevels for the underlying portfolio. Recoveries are based onstressed cash flows and Fitch's long-term capitalization rates.Factoring in the substantial amount of cash currently held in theCDO, the credit enhancement of classes A-1 through G was comparedto the modeled expected losses, and determined to be consistentwith the rating assigned below. Cash flow modeling was notperformed as part of the analysis given the uncertainty of futurecollateral composition due to the significant amount of cash inthe deal. Rating Outlooks for classes A-1 through C were revisedto Positive and Stable reflecting the classes' senior positions inthe capital stack and cushion in the modeling.

The 'CCC' ratings for classes H through K are based on adeterministic analysis that considers Fitch's base case lossexpectation for the pool and the current percentage of defaultedassets and Fitch Loans of Concern, factoring in anticipatedrecoveries relative to each class' credit enhancement. Theseclasses were assigned Recovery Ratings (RR) in order to provide aforward-looking estimate of recoveries on currently distressed ordefaulted structured finance securities.

The certificate issuance is a commercial mortgage-backedsecurities transaction backed by five floating-rate mortgage loanssecured by 26 properties.

The preliminary ratings are based on information as of Nov. 8,2011. Subsequent information may result in the assignment of finalratings that differ from the preliminary ratings.

"The preliminary ratings reflect our view of the credit supportprovided by the subordinate classes of certificates, the liquidityprovided by the trustee, the underlying loans' economics, thecollateral's historical and projected performance, and thetransaction's structure. Standard & Poor's determined that thepool has a debt service coverage ratio of 1.57x based on Standard& Poor's net cash flow and assuming a weighted average debtservice constant of 9.8%, as well as a beginning and ending loan-to-value ratio of 63.7% based on Standard & Poor's value," S&Prelated.

Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying acredit rating relating to an asset-backed security as defined inthe Rule, to include a description of the representations,warranties and enforcement mechanisms available to investors and adescription of how they differ from the representations,warranties and enforcement mechanisms in issuances of similarsecurities.

The Standard & Poor's 17g-7 Disclosure Report included in thiscredit rating report is available at

The upgrades are due to overall improved pool financialperformance and increased credit support due to loan payoffs andamortization.

The affirmations are due to key parameters, including Moody's loanto value (LTV) ratio, Moody's stressed debt service coverage ratio(DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges for the pool. Based on Moody's current baseexpected loss, the credit enhancement levels for the affirmedclasses are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of2.0% of the current balance. At last review, Moody's cumulativebase expected loss was 3.0%. Moody's stressed scenario loss is4.8% of the current balance. Depending on the timing of loanpayoffs and the severity and timing of losses from speciallyserviced loans, the credit enhancement level for investment gradeclasses could decline below the current levels. If futureperformance materially declines, the expected level of creditenhancement and the priority in the cash flow waterfall may beinsufficient for the current ratings of these classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics.

Primary sources of assumption uncertainty are the current sluggishmacroeconomic environment and performance in the commercial realestate property markets. While commercial real estate propertymarkets are gaining momentum, a consistent upward trend will notbe evident until the volume of transactions increases, distressedproperties are cleared from the pipeline and job creationrebounds. The hotel and multifamily sectors are continuing to showsigns of recovery through the first half of 2011, while recoveryin the non-core office and retail sectors are tied to pace ofrecovery of the broader economy. Core office markets are showingsigns of recovery through lending and leasing activity. Theavailability of debt capital continues to improve with termsreturning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The principal methodology used in this rating was "Moody'sApproach to Rating Fusion U.S. CMBS Transactions" published inApril 2005.

Moody's review incorporated the use of the excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a paydown analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity, is aprimary determinant of pool level diversity and has a greaterimpact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on thecredit estimate of the loan which corresponds to a range of creditenhancement levels. Actual fusion credit enhancement levels areselected based on loan level diversity, pool leverage and otherconcentrations and correlations within the pool. Negative pooling,or adding credit enhancement at the credit estimate level, isincorporated for loans with similar credit estimates in the sametransaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 65 compared to 62 at Moody's prior review.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated January 13, 2011.

DEAL PERFORMANCE

As of the October 12, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 17% to $877 millionfrom $1,063 million at securitization. Significant payoffs areexpected within the next 24 months with loans representing 88% ofthe pool facing near-term loan maturity. The Certificates arecollateralized by 119 mortgage loans ranging in size from lessthan 1% to 9% of the pool, with the top ten non-defeased loansrepresenting 29% of the pool. The pool contains one loan with aninvestment grade credit estimate that represents 9% of the pool.Twenty-four loans, representing 29% of the pool, have defeased andare secured by U.S. Government securities.

Thirty-three loans, representing 18% of the pool, are on themaster servicer's watchlist. The watchlist includes loans whichmeet certain portfolio review guidelines established as part ofthe CRE Finance Council (CREFC) monthly reporting package. As partof Moody's ongoing monitoring of a transaction, Moody's reviewsthe watchlist to assess which loans have material issues thatcould impact performance.

Four loans have been liquidated from the pool sincesecuritization, resulting in a realized loss of $4.7 million (25%loss severity). However, it should be noted that one loanaccounted for $4.5 million of this loss (61% loss severity) whilethe remaining three loans all had loss severities of less than 2%.Due to realized losses Class NR has experienced a 26% principalloss. Currently four loans, representing 4.0% of the pool, are inspecial servicing. Moody's estimates an aggregate $3.6 millionloss (41% expected loss on average) for these specially servicedloans.

Moody's has assumed a high default probability for eight poorlyperforming loans representing 5% of the pool and has estimated anaggregate $4.9 million loss (15% expected loss based on a 30%probability default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011operating results for 94% and 87%, respectively, of the performingpool. Excluding specially serviced and troubled loans, Moody'sweighted average LTV for the conduit component is 78% compared to82% at Moody's prior review. Moody's net cash flow reflects aweighted average haircut of 10% to the most recently available netoperating income. Moody's value reflects a weighted averagecapitalization rate of 9.4%.

Excluding special serviced and troubled loans, Moody's actual andstressed DSCRs are 1.50X and 1.40X, respectively, compared to1.38X and 1.38X at last review. Moody's actual DSCR is based onMoody's net cash flow (NCF) and the loan's actual debt service.Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressedrate applied to the loan balance.

The loan with a credit estimate is the Battlefield Mall Loan($75.9 million -- 8.9%), which represents the senior component ofa $89.3 million mortgage loan secured by a 1.0 million square foot(SF) regional mall located in Springfield, MO. The property isalso encumbered by a $13.4 million subordinate note which is thesecurity for the non-pooled classes BM1, BM2, and BM3. The mall isanchored by J.C. Penney, two Dillard's stores, Sears and Macy's.As of June 30, 2011 the mail was 97% leased compared to 96% atlast review. Performance has improved since last review due torising base rents. Moody's credit estimate and stressed DSCR areAa1 and 1.95X, respectively, compared to Aa1 and 1.77X at lastreview. In conjunction, Moody's has upgraded the non-pooledclasses associated with the subordinate note as outlined above.

The top three performing conduit loans represent 8.7% of the poolbalance. The largest loan is the International Paper Office Loan($30.7 million -- 3.6%), which is secured by a 214,060 SF Class Aoffice building located in Memphis, TN. The property is 100%leased to International Paper through April 2017 which utilizes itas the company's headquarters. The loan has amortized 2% sincelast review. Performance has been stable. Moody's analysis isbased on a lit/dark analysis. Moody's LTV and stressed DSCR are92% and 1.09X, respectively, compared to 83% and 1.21X at lastreview.

The second largest loan is the Shelbyville Road Plaza Loan($22.1 million -- 2.6%), which is secured by a 234,527 SFcommunity shopping center located in Louisville, KY. As of June30, 2011 the property is 69% leased compared to 65% at lastreview. Performance declined due to Linens-n-Things, Circuit City,and Border's vacating the property since December 2008. However,leases have been signed with Nike Factory Store and Trader Joe's.Moody's LTV and stressed DSCR are 71% and 1.41X, respectively,compared to 97% and 1.03X at last review.

The third largest loan is the Tices Corner Retail Marketplace Loan($21.7 million -- 2.5%), which is secured by a 119,114 SF retailcenter located in Woodcliff Lake, NJ. As of December 31, 2010 theproperty is 100% leased, the same as last review. Tenants includeThe Gap, Anthropologie, Pier 1 Imports, Apple, and J. Crew amongothers. Moody's LTV and stressed DSCR are 59% and 1.66X,respectively, compared to 60% and 1.62X at last review.

The affirmations are due to key parameters, including Moody's loanto value (LTV) ratio, Moody's stressed debt service coverage ratio(DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges. Based on Moody's current base expected loss,the credit enhancement levels for the affirmed classes aresufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of9.5% of the current lower pool balance compared to 10.2% at lastreview. Moody's stressed scenario loss is 19.9% of the currentbalance compared to 27.8% at last review. Since last review,actual realized losses were lower for several liquidated speciallyserviced loans in which Moody's had estimated higher overalllosses to be incurred. Depending on the timing of loan payoffs andthe severity and timing of losses from specially serviced loans,the credit enhancement level for investment grade classes coulddecline below the current levels. If future performance materiallydeclines, the expected level of credit enhancement and thepriority in the cash flow waterfall may be insufficient for thecurrent ratings of these classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics.

Primary sources of assumption uncertainty are the current sluggishmacroeconomic environment and performance in the commercial realestate property markets. While commercial real estate propertymarkets are gaining momentum, a consistent upward trend will notbe evident until the volume of transactions increases, distressedproperties are cleared from the pipeline and job creationrebounds. The hotel and multifamily sectors are continuing to showsigns of recovery through the first half of 2011, while recoveryin the non-core office and retail sectors are tied to the pace ofrecovery of the broader economy. Core office markets are showingsigns of recovery through lending and leasing activity. Theavailability of debt capital continues to improve with termsreturning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The principal methodology used in this rating was "Moody'sApproach to Rating U.S. CMBS Conduit Transactions" published inSeptember 2000.

Moody's review incorporated the use of the excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a pay down analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity, is aprimary determinant of pool level diversity and has a greaterimpact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on theunderlying rating of the loan which corresponds to a range ofcredit enhancement levels. Actual fusion credit enhancement levelsare selected based on loan level diversity, pool leverage andother concentrations and correlations within the pool. Negativepooling, or adding credit enhancement at the underlying ratinglevel, is incorporated for loans with similar credit estimates inthe same transaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 23 compared to 25 at Moody's prior review.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

This rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated December 2, 2010.

DEAL PERFORMANCE

As of the October 12, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 8% to$1.978 billion from $2.147 billion at securitization and 4%since Moody's prior review. The Certificates are collateralizedby 113 mortgage loans ranging in size from less than 1% to 13% ofthe pool, with the top ten loans representing 54% of the pool. Noloans have defeased and there are no loans with credit estimates.

Eight loans have been liquidated from the pool, resulting in anaggregate realized loss of $36.9 million (28% loss severityoverall). Twelve loans, representing 14% of the pool, arecurrently in special servicing. The largest loan in specialservicing is the REPM Portfolio Loan ($86.4 million -- 4.4% ofthe pool), which is secured by 10 separate industrial buildingstotaling 1.6 million square feet (SF) and located in eight states.The loan was transferred to special servicing in April 2011 due toimminent payment default. The second largest loan in specialservicing is the City View Portfolio I Loan ($69.0 million -- 3.5%of the pool), which is secured by eight multifamily propertiestotaling 2,712-units in Houston, Texas. The loan was transferredto special servicing in February 2010 and is now real estate owned(REO). Moody's has estimated an aggregate $108.3 million loss (38%expected loss on average) for all of the specially serviced loans.

Moody's has assumed a high default probability for 28 poorlyperforming loans representing 18% of the pool and has estimated a$53.0 million loss (15% expected loss based on a 50% probabilitydefault) from these troubled loans.

Excluding specially serviced and defeased loans, Moody's wasprovided with partial year 2011 operating results for 46% of thepool and full year 2010 operating results for 93% of the pool.Excluding specially serviced and troubled loans, Moody's weightedaverage LTV is 105% compared to 104% at Moody's prior review.Moody's net cash flow reflects a weighted average haircut of 11.5%to the most recently available net operating income. Moody's valuereflects a weighted average capitalization rate of 9.2%.

Excluding specially serviced and troubled loans, Moody's actualand stressed DSCRs are 1.28X and 0.98X, respectively, compared to1.32X and 0.99X at last review. Moody's actual DSCR is based onMoody's net cash flow (NCF) and the loan's actual debt service.Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressedrate applied to the loan balance.

The top three performing conduit loans represent 29% of thepool balance. The largest conduit loan is the RREEF SiliconValley Office Portfolio ($250 million -- 12.6% of the pool),which is secured by a 36-property office portfolio locatedacross California. This loan represents a pari-passu interestin a $700 million first mortgage loan. The loan is interest onlythroughout the entire term. Moody's LTV and stressed DSCR are 117%and 0.79X, respectively, compared to 112% and 0.82X at lastreview.

The second largest loan is the One and Two Prudential Plaza Loan($205.0 million -- 10.4% of the pool), which is secured by twocross-collateralized and cross-defaulted Class A high-rise officebuildings located in the East Loop office submarket of Chicago,Illinois. The buildings total 2.2 million SF and are Gold LEEDCertified. This loan represents a 50% pari-passu interest in a$410 million first mortgage loan The property was 86% leasedas of March 2011 compared to 90% at last review. The decline inoccupancy led to a $10 million decline in revenue achievement.The loan is interest only throughout the term. Moody's LTV andstressed DSCR are 117% and 0.79X, respectively, compared to 92%and 1.06X at last review.

The third largest conduit loan is the Prime Retail OutletsPortfolio Loan ($110.2 million -- 5.6% of the pool), which issecured by three outlet centers totaling 780,000 SF. Theproperties are located in Lee, Massachusetts; Gaffney, SouthCarolina and Calhoun, Georgia. The properties were 89% leased asof December 2010 compared to 95% at last review. Despite loweroccupancy, financial performance improved since last review due tohigher rental revenue achievement. The loan has also amortized 4%since securitization. Moody's LTV and stressed DSCR are 83% and1.25X, respectively, compared to 96% and 1.08X at last review.

"Our rating actions primarily reflect our analysis of thetransaction using our U.S. CMBS conduit/fusion criteria. Ouranalysis included a review of the credit characteristics of all ofthe remaining assets in the pool, the transaction structure, andthe liquidity available to the trust. Our analysis also consideredthe transaction's near-term maturities. By balance, 51.6% of theloans mature by the end of 2012, after excluding the 16 defeasedloans and five specially serviced assets. Our analysis alsoreflects our application of the 'U.S. Government Support InStructured Finance And Public Finance Ratings,' publishedSept. 19, 2011, on RatingsDirect on Global Credit Portal,at www.globalcreditportal.com," S&P said

"The downgrades reflect credit support erosion that weanticipate will occur upon the eventual resolution of the five($35.2 million, 6.8%) assets with the special servicer, TorchlightLoan Services LLC (Torchlight). We also considered the monthlyinterest shortfalls affecting the trust and the reduced liquiditysupport resulting from the interest shortfalls. We lowered ourrating on class F to 'D (sf)' because we expect interestshortfalls to continue and believe the accumulated interestshortfalls on this class will remain outstanding for theforeseeable future," S&P said.

The affirmed ratings on the principal and interest certificatesreflect subordination and liquidity support levels that areconsistent with the outstanding ratings. "We affirmed our 'AAA(sf)' rating on the class X-1 interest-only (IO) certificate basedon our current criteria," S&P related.

"Using servicer-provided financial information, we calculatedan adjusted debt service coverage (DSC) of 1.43x and a loan-to-value (LTV) ratio of 72.5%. We further stressed the loans' cashflows under our 'AAA' scenario to yield a weighted average DSCof 1.23x and an LTV ratio of 90.8%. The implied defaults andloss severity under the 'AAA' scenario were 20.1% and 40.3%. TheDSC and LTV calculations noted above exclude 16 defeased loans($203.2 million, 39.3%) and the five ($35.2 million, 6.8%)specially serviced assets. We separately estimated losses forthese assets and included them in our 'AAA' scenario implieddefault and loss severity figures," S&P related.

As of the Oct. 12, 2011 trustee remittance report, the trustexperienced monthly interest shortfalls totaling $299,310primarily related to appraisal subordinate entitlement reduction(ASER) amounts of $16,427, special servicing fees of $25,025,other interest loss of $104,977, and interest not advanced of$151,947. The interest shortfalls affected all classes subordinateto and including class D. "According to the master servicer, the$104,977 other interest loss reflected the recovery of servicer'sadvances for two of the specially serviced assets. This recoveryof advances is now complete, and we do not expect it to continue.While classes D, E, and F have had accumulated interest shortfallsoutstanding between two and seven months, we expect theaccumulated interest shortfalls to remain outstanding forclass F in the near term. Consequently, we lowered our ratingon this class to 'D (sf)'," S&P said.

Credit Considerations

As of the Oct. 12, 2011, trustee remittance report, five($35.2 million, 6.8%) assets in the pool were with thespecial servicer, Torchlight. The reported payment statusof the specially serviced assets as of the October 2011trustee remittance report is: one is real estate owned (REO)($17.2 million, 3.3%), three ($7.2 million, 1.4%) are inforeclosure, and one ($10.8 million, 2.1%) is 90-plus-daysdelinquent. Appraisal reduction amounts (ARAs) totaling$3.4 million are in effect for three of the specially servicedassets. The master servicer made a nonrecoverability determinationon the remaining two specially serviced assets. Details of thethree largest specially serviced assets, two of which are top 10assets, are:

The 78 Corporate Center asset ($17.2 million, 3.3%) is the fourth-largest asset in the pool and the largest specially servicedasset. The asset has a total reported exposure of $20.3 million.The asset comprises two office buildings totaling 185,850 sq. ft.in Lebanon, N.J. The asset was transferred to the special serviceron Jan. 10, 2009, due to payment default and became REO on Aug. 7,2009. Torchlight indicated that it recently approved a newlease at the property. No recent financial information isavailable for this REO property. Based on the recent availableappraisal, the master servicer has made a nonrecoverabilitydetermination on this asset. "We expect a significant loss uponthe eventual resolution of this asset," S&P related.

The Sibley Building loan ($10.8 million, 2.1%) is the eighth-largest asset in the pool and the second-largest speciallyserviced asset. The total reported exposure for this loan is$11.6 million. The loan is secured by a 250,095-sq.-ft. officebuilding in Syracuse, N.Y. The loan was transferred to the specialservicer on Oct. 29, 2010, due to imminent payment default. Thereported payment status of the loan is 90-plus-days delinquent.The special servicer indicated that it is currently evaluating itsrights and remedies per the loan documents. The reported DSC as ofyear-end 2009 was 1.26x; however, the property is currently 19.0%occupied. Based on the recent available appraisal, the masterservicer has declared this asset nonrecoverable. "We expect asignificant loss upon the eventual resolution of this loan," S&Psaid.

The Stonebrook Apartments loan ($4.1 million, 0.8%) is the third-largest specially serviced asset. The total reported exposure forthis loan is $4.4 million. The loan is secured by a 174-unitmultifamily property in Atlanta. The loan was transferred tospecial servicing on Feb. 9, 2011, due to imminent default. Thespecial servicer indicated that it has filed for foreclosure. Thereported DSC as of year-end 2009 was 0.72x. An ARA of $2.2 millionis in effect against the loan. "Based on the most recent availableappraisal, we expect a significant loss upon the eventualresolution of this loan," S&P said.

The remaining two specially serviced assets have balances thatindividually represent less than 0.5% of the total pool balance.ARAs totaling $1.2 million are in effect against these two assets."We estimated losses for these two assets, arriving at a weighted-average loss severity of 47.1%," S&P related.

Transaction Summary

As of the Oct. 12, 2011, trustee remittance report, the total poolbalance was $516.7 million, which is 69.3% of the pool balance atissuance. The pool includes 73 loans and one REO asset, down from87 loans at issuance. The master servicer, Berkadia CommercialMortgage LLC (Berkadia), provided financial information for 93.6%of the assets in the pool, the majority of which was full-year2010 data (82.1%), with the remainder reflecting full-year2009 or partial-year 2011 data.

"We calculated a weighted average DSC of 1.46x for the assetsin the pool based on the servicer-reported figures. Our adjustedDSC and LTV ratio were 1.43x and 72.5%. Our adjusted DSC and LTVfigures excluded 16 defeased loans ($203.2 million, 39.3%) andthe five ($35.2 million, 6.8%) specially serviced assets. Weseparately estimated losses for the specially serviced assetsand included them in our 'AAA' scenario implied default andloss severity figures. To date, the transaction has experienced$42.8 million in principal losses in connection with five assets.Ten loans ($52.1 million, 10.1%) in the pool are on the masterservicer's watchlist. Ten loans ($30.6 million, 5.9%) have areported DSC of less than 1.10x, seven of which ($21.6 million,4.2%) have a reported DSC of less than 1.00x," S&P said.

Summary of Top 10 Assets Secured By Real Estate

The top 10 assets secured by real estate have an aggregateoutstanding balance of $144.5 million (28.0%). "Usingservicer-reported numbers, we calculated a weighted averageDSC of 1.50x for eight of the top 10 assets. The remainingtwo top 10 assets ($28.0 million, 5.4%) are with the specialservicer. Our adjusted DSC and LTV ratio for eight of thetop 10 assets were 1.34x and 78.2%, respectively. In addition,the fifth-largest asset is on the master servicer's watchlist.The Getronics Campus loan ($12.2 million, 2.3%) is the largestloan on the master servicer's watchlist. The loan is secured by a278,802-sq.-ft. office building in Liberty Lake, Wash. The loanappears on the master servicer's watchlist due to a low reportedoccupancy. The reported DSC as of year-end 2010 was 1.83x. Thereported occupancy as of the June 30, 2011, rent roll was 68.0%,"S&P stated.

The classes were placed on review for possible downgrade due to anincrease in interest shortfalls, higher expected losses from TheWoodbury Office Portfolio Loans ($219.4 million; 18.2% of thepool) and the Park 80 West Loan ($100.0 million; 8.3% of the pool)and decreased diversity of loan size in the pool.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated December 17, 2010.

The principal methodology used in this rating was "Moody'sApproach to Rating Fusion U.S. CMBS Transactions" published inApril 2005.

DEAL PERFORMANCE

As of the October 11, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 38% to$1.21 billion from $1.94 billion at securitization. TheCertificates are collateralized by 86 mortgage loans ranging insize from less than 1% to 17% of the pool, with the top ten loansrepresenting 66% of the pool. Three loans, representing 19% ofthe pool, have investment grade credit estimates. Four loans,representing 5.9% of the pool, have defeased and are secured byU.S. Government securities.

Twenty-nine loans, representing 41% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

Twelve loans have been liquidated from the pool, resulting in arealized loss of $35.9 million (17% loss severity). Currently 16loans, representing 26% of the pool, are in special servicing.

Moody's review will focus on potential losses from speciallyserviced and troubled loans, interest shortfalls and theperformance of the overall pool.

"We withdrew our ratings on 17 classes from 15 CMBS transactionsfollowing the repayment of each class's principal balance, asnoted in each transaction's trustee remittance report. We withdrewour ratings on three interest-only (IO) classes from three CMBStransactions following the reductions of the classes' notionalbalances as noted in each transaction's October trustee remittancereports," S&P said.

Ratings Withdrawn Following Repayment Or Reduction Of PrincipalBalance

LITIGATION SETTLEMENT: Moody's Reviews Ba1 Rating; Might Upgrade----------------------------------------------------------------Moody's Investors Service placed under review for a possibleupgrade Subordinated Deferrable Interest Certificates issued byLitigation Settlement Monetized Fee Trust I (LSMFT I). The trustwas formed to securitize payments to 11 law firms resulting fromthe settlement of tobacco-related litigation between the State ofFlorida and the largest domestic tobacco manufacturers: AltriaGroup, R.J. Reynolds Tobacco, and Lorillard Tobacco Company. Thesecuritization trust issued senior certificates backed by theparticipating law firms' portion of the quarterly payments fromthe tobacco manufacturers. Five of the 11 law firms alsosecuritized the residual payments due to them with the issuanceof the subordinated certificates.

The review action was prompted by a full repayment of the seniorcertificates and the consequent reallocation of available funds(net of fees and expenses) toward the subordinated certificates.Transaction documents state that the subordinated certificates areentitled only to the cash flow remaining after the payment ofinterest and scheduled principal on the senior certificates. Anyshortfalls in interest payments due on the subordinatedcertificates can be covered by funds in the Subordinated NoteLiquidated Fee Reserve Account ( SNLFRC). However, ongoinglitigation has prevented draws from this account, and theresulting shortfalls in the interest payments on the subordinatedcertificates caused us to downgrade them to Ba1 (sf) on April 7,2010.

Since the senior certificates were fully repaid in October 2011,all available funds will be directed toward interest and principalpayments on the subordinated certificates. On the October 2011payment date all unpaid and accrued interest on the subordinatedcertificates ($2.8 million) has been fully repaid and principalamortization of the certificates has commenced.

METHODOLOGY

Moody's analyzes cash flows of the securitization and evaluatestheir sufficiency to repay the principal and any accrued interestby legal maturity. Moody's uses Monte Carlo simulation, with thetobacco manufacturers' probabilities of default as the mainsimulated variable. Moody's derives expected revenues anddistributions and feed them through the transaction's priority ofpayments to assess the potential performance of the certificatesunder expected and stressed scenarios.

The main parameter that was used to project transaction's cashflows was the probability of default of the tobacco manufacturers.For each manufacturer the probability is a function of theirrespective ratings. Altria Group, R.J. Reynolds Tobacco, andLorillard are currently rated by Moody's Baa1, Baa3, and Baa2,respectively.

Moody's considers the resulting expected reduction in yield,default frequency and expected loss on the certificates in makinga rating decision. In addition, Moody's considers qualitativefactors, such as transaction's leverage, expected repayment, legalrisk and a probability of payment dilution as a result of theaddition of another law firm to the settlement.

Other methodologies and factors that may have been considered inthe process of rating this issuer can also be found in the RatingMethodologies sub-directory on Moody's website.

DBRS does not rate the $3.8 million first loss piece, Class M.The trends for all rated classes of the transaction are Stable.

The rating confirmations are supported by transaction-levelperformance that is in line with the metrics at the time of thelast DBRS review. The transaction has a healthy weighted-averagedebt service coverage ratio (DSCR) of 1.75 times (x) and aweighted-average debt yield of 21.7%. Furthermore, two loans,representing approximately 10% of the current pool balance, arefully defeased. Since the last review, credit enhancement to thebonds has increased, primarily as a result of loan amortization.

At issuance, DBRS shadow-rated one loan (12.7% of the current poolbalance) as investment grade. DBRS has confirmed that theperformance of this loan remains consistent with investment-gradeloan characteristics.

This transaction also has exposure to single-tenant risk, with agroup of nine loans secured by properties that are fully leased toa RONA inc. (Rona) home and garden retail store. The loans arenot cross-collateralized and represent 23.5% of the current poolbalance. The properties are located in various cities throughoutOntario and Qu‚bec, and the Rona leases are not set to expireuntil November 2019. DBRS currently rates Rona at BBB withNegative trend.

There are four loans on the servicer's watchlist, representing acombined 3.8% of the pool. The largest of the watchlisted loansis Prospectus ID#20, Royal Windsor (2.6% of the current poolbalance). This loan is secured by a 200,000 square foot (sf) flexoffice and industrial property situated within an industrialcorridor in Mississauga, Ontario. The loan is on the servicer'swatchlist because of the low occupancy rate, which was 60% as ofthe June 2011 rent roll, compared with 68% at YE2010 and 75% atYE2009. As a result, the DSCR was 0.52x at YE2010, down from 1.06xat YE2009. Furthermore, there is near-term rollover risk, with atenant representing 15% of the net rentable area (NRA) on a leasethat is scheduled to expire in February 2012. DBRS will continueto monitor leasing activity at the property.

DBRS continues to monitor this transaction on a monthly basis inthe Global CMBS Monthly Surveillance report, which can providemore detailed information on the individual loans in the pool.

MERRILL LYNCH: S&P Lowers Ratings on 2 Classes of Certs. to 'D'---------------------------------------------------------------Standard & Poor's Ratings Services lowered its ratings on 13classes of commercial mortgage pass-through certificates fromMerrill Lynch Mortgage Trust 2008-C1, a U.S. commercial mortgage-backed securities (CMBS) transaction. "In addition, we affirmedour ratings on 10 other classes from the same transaction.Furthermore, we withdrew our rating on the class A-1 certificates.The rating withdrawal follows the full repayment of the class'principal balance, as noted in the trustee remittance report," S&Pstated.

"Our rating actions follow our analysis of the transactionprimarily using our U.S. conduit/fusion CMBS criteria. Ouranalysis included a review of the credit characteristics ofall of the remaining assets in the pool, the transactionstructure, and the liquidity available to the trust. Ourdowngrades reflect credit support erosion that we anticipatewill occur upon the resolution of six ($32.3 million, 3.5%)of the eight ($193.1 million, 21.0%) assets with the specialservicer. The downgrades also considered reduced liquiditysupport available to these classes and the potential for theseclasses to experience interest shortfalls in the future relatingto the specially serviced assets. We lowered our ratings on theclass K and L certificates to 'D (sf)' because we expect interestshortfalls to continue and believe the accumulated interestshortfalls will remain outstanding for the foreseeable future,"S&P said.

The affirmed ratings on the principal and interest certificatesreflect subordination and liquidity support levels that areconsistent with the outstanding ratings. "We affirmed our 'AAA(sf)' ratings on the class X interest only (IO) certificates basedon our current criteria," S&P said.

"Our analysis included a review of the credit characteristicsof the remaining assets in the pool. Using servicer-providedfinancial information, we calculated an adjusted debt servicecoverage (DSC) of 1.36x and a loan-to-value (LTV) ratio of 110.7%.We further stressed the loans' cash flows under our 'AAA' scenarioto yield a weighted average DSC of 0.84x and an LTV ratio of158.2%. The implied defaults and loss severity under the 'AAA'scenario were 94.5% and 38.6%. Our adjusted DSC and LTV figuresexcluded six ($32.3 million, 3.5%) of the eight ($193.1 million,21.0%) assets that are currently with the special servicer, forwhich we separately estimated losses and included in our 'AAA'scenario implied default and loss severity figures," S&P said.

As of the Oct. 17, 2011, trustee remittance report, the trustexperienced monthly interest shortfalls totaling $79,413 primarilyrelated to special servicing fees of $61,338 and appraisalsubordinate entitlement reduction (ASER) amounts of $89,956, whichwas offset by ASER recoveries totaling $78,882. "The interestshortfalls affected all classes subordinate to and including classK. Classes K and L experienced cumulative interest shortfallsfor six months, and we expect these interest shortfalls tocontinue in the near term. Consequently, we downgraded theseclasses to 'D (sf)'," S&P related.

Credit Considerations

As of the Oct. 17, 2011, trustee remittance report, eightassets ($193.1 million, 21.0%) in the pool were with thespecial servicers, LNR Partners LLC (LNR) for the FarallonPortfolio loan, and Midland Loan Services Inc. (Midland) forall other assets. The reported payment status of the speciallyserviced assets as of the most recent trustee remittance reportis: one is real estate owned (REO; $1.6 million, 0.2%), five are90-plus-days delinquent ($36.3 million, 3.9%), one is 60-plus-daysdelinquent ($5.5 million, 0.6%), one is less than 30 daysdelinquent ($296.7 million, 8.6%), one is in its grace period($72.4 million, 2.1%), and one is current ($149.7 million, 16.3%).Appraisal reduction amounts (ARAs) totaling $17.2 million are ineffect for seven of the specially serviced assets. Details of thetwo largest specially serviced assets, one of which is a top 10asset, are:

The Farallon Portfolio loan is the largest asset in the pool andthe largest asset with the special servicer, LNR. The loan issecured by 253 manufactured housing communities totaling 53,499pads in various states. The whole-loan balance is $1.49 billionand consists of 45 A and B notes, $149.7 million of which makes up16.3% of the pool trust balance. The loan was transferred to thespecial servicer on June 25, 2010, due to imminent default. Thereported payment status of the loan is current. LNR indicated thatthe loan was modified April 15, 2011. The modification termsinclude, among other items, extending the maturity to Aug. 1,2015, on the floating-rate, five- and seven-year notes, trappingexcess cash flows, and adding Helix MHC Investment LLC, a sponsorcontrolled entity, as an additional carve-out guarantor. Thereported DSC and occupancy for the portfolio were 1.99x for the12 months ended Sept. 30, 2010, and 81.0% as of March 2011,respectively. Pursuant to the transaction documents, the specialservicer is entitled to a workout fee that is 1% of all futureprincipal and interest payments if the loan performs and remainswith the master servicer. According to LNR, the borrower is notpaying the special servicing and workout fees on this loan. Theloan is expected to be returned to the master servicer in the nearfuture.

The Heritage Financial Center loan ($11.1 million, 1.2%) is thesecond-largest asset with the special servicer, Midland. The loanhas a total reported exposure of $11.8 million and is secured by a61,163-sq. ft. office building in Agoura Hills, Calif. The loanwas transferred to the special servicer on Nov. 16, 2010, due toimminent default. The reported payment status is 90-plus daysdelinquent. Midland is current in discussions with the borrowerregarding the borrower's modification proposal. An ARA of$3.6 million is in effect against the loan. As of the trailing-12months ending October 2010, the reported DSC and occupancy were0.98x and 86.0%.

The six remaining specially serviced assets have individualbalances that represent less than 1.0% of the pooled trustbalance. ARAs totaling $13.6 million are in effect against thesesix assets. "We estimated losses for these six specially servicedassets, arriving at a weighted-average loss severity of 43.9%,"S&P said.

Transaction Summary

As of the Oct. 17, 2011 trustee remittance report, the collateralpool balance was $92.9 million, or 97.1% of the balance atissuance. The pool includes 89 loans and one REO asset, down from92 loans at issuance. The master servicers, Midland Loan ServicesInc. (Midland), Wells Fargo Commercial Mortgage Servicing, andBank of America N.A. (BofA), provided financial information for98.5% of the loans in the pool, 64.8% of which was full-year2010 data.

"We calculated a weighted average DSC of 1.40x for the assetsin the pool based on the servicer-reported figures. Our adjustedDSC and LTV ratio were 1.36x and 110.7%. Our adjusted DSC andLTV figures excluded six ($32.3 million, 3.5%) of the eight($193.1 million, 21.0%) assets that are currently with the specialservicer, for which we separately estimated losses and included inour 'AAA' scenario implied default and loss severity figures. Todate, the transaction has experienced $8.0 million in lossesrelated to two assets. Twenty-six loans ($286.1 million, 31.1%) inthe pool are on the master servicers' watchlist. Twenty-threeloans ($159.9 million, 17.4%) have a reported DSC of less than1.10x, 18 of which ($123.4 million, 13.4%) have a reported DSC ofless than 1.00x," S&P said.

Summary of Top 10 Assets

The top 10 assets have an aggregate outstanding balance of$484.7 billion (52.6%). "Using servicer-reported numbers, wecalculated a weighted average DSC of 1.50x for the top 10 assets.The largest asset in the pool is with the special servicer. Fourof the top 10 assets ($157.5 million, 17.1%) are on the masterservicer's watchlist. Our adjusted DSC and LTV ratio for the top10 assets were 1.41x and 116.2%," S&P stated.

The Arundel Mills loan, the second-largest asset in the pool, hasa $63.3 million (6.9%) trust balance. The loan, which is securedby a 1,289,907-sq.-ft. regional mall in Hanover, Md., is on themaster servicer's watchlist due to a low reported DSC. As of thetrailing-12-months ended June 30, 2011, the reported DSC andoccupancy were 1.15x and 97.4%. According to the master servicer,BofA, the loan does not meet the watchlist criteria and will beremoved as of the November 2011 trustee remittance report.

The Apple Hotel Portfolio loan, the third-largest asset in thepool, has a $63.1 million (6.9%) trust balance. The loan, which issecured by 27 lodging properties in 14 states, is on the masterservicer's watchlist due to a below 1.40x DSC. As of the trailing-12-months ended June 30, 2011, the reported DSC and occupancy were1.34x and 70%.

The Landmark Towers loan, the eighth-largest asset in the pool,has a $16.0 million (1.7%) trust balance. The loan, which issecured by a 212,595-sq.-ft. office condominium interest of theLandmark Towers and Park Towers building in St. Paul, Minn., is onthe master servicer's watchlist due to a low reported DSC of 0.71xas of year-end 2010. The reported occupancy was 87% for the sameperiod.

The Savoy Plaza loan, the 10th-largest asset in the pool, has a$15.1 million (1.6%) trust balance. The loan, which is secured bya 143,037-sq.-ft. anchored retail center in Savoy, Ill., is on themaster servicer's watchlist to due a low reported DSC of 0.85x asof year-end 2010. The reported occupancy was 80.0% according tothe March 31, 2009, the most recent rent roll provided by themaster servicer, Midland.

The affirmations are due to key parameters, including Moody's loanto value (LTV) ratio, Moody's stressed debt service coverage ratio(DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges. Based on Moody's current base expected loss,the credit enhancement levels for the affirmed classes aresufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of7.1% of the current balance. At last review, Moody's cumulativebase expected loss was 8.0%. Moody's stressed scenario loss is30.5% of the current balance. At last review, realized lossesrepresented 1.3% of the then current pooled balance. Since theprior review, realized losses have increased to 2.6% of thecurrent pooled balance. Depending on the timing of loan payoffsand the severity and timing of losses from specially servicedloans, the credit enhancement level for investment grade classescould decline below the current levels. If future performancematerially declines, the expected level of credit enhancement andthe priority in the cash flow waterfall may be insufficient forthe current ratings of these classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics.

Primary sources of assumption uncertainty are the current sluggishmacroeconomic environment and performance in the commercial realestate property markets. While commercial real estate propertymarkets are gaining momentum, a consistent upward trend will notbe evident until the volume of transactions increases, distressedproperties are cleared from the pipeline and job creationrebounds. The hotel and multifamily sectors are continuing toshow signs of recovery through the first half of 2011, whilerecovery in the non-core office and retail sectors are tied topace of recovery of the broader economy. Core office markets areshowing signs of recovery through lending and leasing activity.The availability of debt capital continues to improve withterms returning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The principal methodology used in this rating was "Moody'sApproach to Rating U.S. CMBS Conduit Transactions" published inSeptember 2000.

Moody's review incorporated the use of the excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a paydown analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity, is aprimary determinant of pool level diversity and has a greaterimpact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on thecredit estimate of the loan which corresponds to a range of creditenhancement levels. Actual fusion credit enhancement levels areselected based on loan level diversity, pool leverage and otherconcentrations and correlations within the pool. Negative pooling,or adding credit enhancement at the credit estimate level, isincorporated for loans with similar credit estimates in the sametransaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 37 compared to 36 at Moody's prior review.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated December 2, 2010.

DEAL PERFORMANCE

As of the October 12, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 8% to $2.23 billionfrom $2.42 billion at securitization. The Certificates arecollateralized by 197 mortgage loans ranging in size from lessthan 1% to 11% of the pool, with the top ten non-defeased loansrepresenting 38% of the pool.

Sixty-seven loans, representing 42% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

The trust has taken losses on 15 loans to date resulting in $62.7million in realized losses. $39.3 million in realized losses havecome from loan liquidations while the remainder have come from acombination of non-recoverable advances and loan modificationsresulting in principal write-downs. Currently 19 loans,representing 8% of the pool, are in special servicing. Thespecially serviced properties are secured by a mix of propertytypes. Moody's estimates an aggregate $65.3 million loss for thespecially serviced loans (41% expected loss on average).

Moody's has assumed a high default probability for 23 poorlyperforming loans representing 7% of the pool and has estimated anaggregate $26 million loss (17% expected loss based on a 53%probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 93%of the pool. Excluding specially serviced and troubled loans,Moody's weighted average LTV is 111% compared to 112% at Moody'sprior review. Moody's net cash flow reflects a weighted averagehaircut of 10% to the most recently available net operatingincome. Moody's value reflects a weighted average capitalizationrate of 9.4%.

Excluding special serviced and troubled loans, Moody's actual andstressed DSCRs are 1.17X and 0.96X, respectively, compared to1.17X and 0.95X at last review. Moody's actual DSCR is based onMoody's net cash flow (NCF) and the loan's actual debt service.Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressedrate applied to the loan balance.

The top three conduit loans represent 23% of the pool. The largestconduit loan is The Atrium Hotel Portfolio Loan ($247.0 million --11.1% of the pool), which is secured by six full service hotelstotaling 1,473 guestrooms. The portfolio consists of five hotelswhich operate under the Embassy Suites franchise and oneindependent hotel. As of March 2011, the portfolio's occupancy,ADR, and RevPAR were 72%, $122, and $89 respectively. RevPAR ofeach property's competitive sets were $62 on average. The loan'sinterest only period recently ended and the loan is amortizing ona 30-year schedule through maturity. Moody's LTV and stressed DSCRare 152% and 0.76X, respectively, compared to 145% and 0.93X atlast full review.

The second largest conduit loan is the Stonestown Mall Loan($151.1 million -- 6.8% of the pool), which is secured by theborrower's interest in an 860,500 square foot regional mall andadjacent 56,000 square foot medical office building located in SanFrancisco, California. The borrower is an affiliate of GeneralGrowth Properties Inc. (GGP) and the loan had been included inGGP's bankruptcy filing. The center is anchored by Macy's andNordstrom, which are not part of the collateral. The property was72% leased as of March 2011 compared to 84% at last review. Theloss of Border's attributed to a majority of the occupancy losssince the prior review. Additionally, performance has declined astenants continue to vacate the property. Moody's LTV and stressedDSCR are 104% and 0.99X, respectively, compared to 91% and 1.13Xat last full review.

The third largest conduit loan is Wilton Portfolio Pool I Loan($121.8 million -- 5.5% of the pool), which is secured by 45commercial properties located in and around Richmond, Virginia.The portfolio totals 1.9 million square feet and consists ofretail (77% of the allocated loan balance), industrial/flex (18%)and office (5%). Overall, the portfolio is stable and benefittingfrom amortization. Moody's LTV and stressed DSCR are 98% and1.05X, respectively, compared to 97% and 1.05X at last fullreview.

"Our rating actions follow our analysis of the transaction, thedeal structure, and the liquidity available to the trust primarilyusing our U.S. conduit/fusion CMBS criteria. The downgradesreflect credit support erosion that we anticipate will occur uponthe resolution of four ($8.9 million, 1.1%) specially servicedassets," S&P said.

The affirmed ratings on the principal and interest certificatesreflect subordination and liquidity support levels that areconsistent with the outstanding ratings. "We affirmed our 'AAA(sf)' ratings on the class X-1, X-2, and X-Y interest-onlycertificates based on our current criteria," S&P said.

"Our analysis included a review of the credit characteristics ofthe remaining assets in the pool. Using servicer-providedfinancial information, we calculated an adjusted debt servicecoverage (DSC) of 1.60x and a loan-to-value (LTV) ratio of 77.7%.We further stressed the loans' cash flows under our 'AAA' scenarioto yield a weighted average DSC of 1.30x and an LTV ratio of95.4%. The implied defaults and loss severity under the 'AAA'scenario were 16.4% and 32.7%, respectively. The DSC and LTVcalculations noted exclude the four ($8.9 million, 1.1%) assetswith the special servicer. We separately estimated losses forthese assets and included them in our 'AAA' scenario implieddefault and loss severity figures," S&P said.

"Our analysis also considered the transaction's near-termmaturities. By balance, 4.6% of the loans mature by the end of2012 and 29.8% mature by the end of 2013, excluding the 22defeased loans and four specially serviced assets," S&P related.

Credit Considerations

As of the Oct. 17, 2011, trustee remittance report, four assets($8.9 million, 1.1%) in the pool were with the special servicer,C-III Asset Management LLC (C-III). The reported payment statusfor each of these assets is 90-plus-days delinquent And there areno appraisal reduction amounts (ARAs) in effect against them.Details of these assets, none of which are top 10 assets, are:

All four specially serviced assets ($8.9 million, 1.1%) aresingle-tenant retail properties occupied by Borders Group Inc.(Borders). The single-tenant retail properties range in size from24,600 sq. ft to 28,000 sq. ft. in Oklahoma City, Omaha, Columbia,Md., and Germantown, Md. These loans were transferred to thespecial servicer on Feb. 24, 2011, due to imminent defaultafter Borders filed for Chapter 11 bankruptcy on Feb. 16, 2011."On June 21, 2011, Borders won Bankruptcy Court approval toliquidate its entire business platform and close all of itsoperating stores. We expect minimum to moderate losses upon theeventual resolution of each of these assets," S&P said.

Transaction Summary

As of the Oct. 17, 2011 trustee remittance report, the collateralpool balance was $805.3 million, which is 80.7% of the balance atissuance. The pool consists of 163 loans, down from 175 loans atissuance. The master servicer, Wells Fargo Bank N.A. (WellsFargo), provided financial information for 99.5% of the loans inthe pool, of which 90.1% was partial- or full-year 2010 data.

"We calculated a weighted average DSC of 1.67x for the loans inthe pool based on the servicer-reported figures. Our adjusted DSCand LTV ratio were 1.60x and 77.7%. Our adjusted DSC and LTVfigures excluded the four ($8.9 million, 1.1%) specially servicedassets in the trust. We separately estimated losses for thesespecially serviced assets and included them in our 'AAA' scenarioimplied default and loss severity figures. The transaction hasexperienced $9.0 million in principal losses from 2 assets todate. Thirteen loans ($26.1 million, 3.2%) in the pool are on themaster servicer's watchlist. Twenty-four loans ($53.4 million,6.6%) have a reported DSC of less than 1.00x, and seven loans($20.8 million, 2.6%) have a reported DSC between 1.00x and1.10x," S&P said.

Summary Of Top 10 Loans

The top 10 loans have an aggregate outstanding balance of$381.1 million (47.3%). "Using servicer-reported numbers,we calculated a weighted average DSC of 1.76x for the top 10loans. None of the top 10 loans appear on the master servicer'swatchlist. Our adjusted DSC and LTV ratio for the top 10 assetsare 1.65x and 73.6%," S&P said. Details of the two largest loansin the pool are:

The Mall at Tuttle Crossing loan ($110.9 million, 13.8%) is thelargest loan in the pool. The loan is secured by 380,953 sq. ft.out of a 1.1 million-sq.-ft. super regional mall in Dublin, Ohiowhich opened in 1997. The reported DSC as of Dec. 31, 2010, was2.20x and occupancy was 90.0% according to the June 30, 2011, rentroll.

The 840 N. Michigan loan ($54.7 million, 6.8%) is the second-largest loan in the pool. The loan is secured by an 87,136-sq.-ft., four-story class A retail building, constructed in 1991, onNorth Michigan Avenue (The Magnificent Mile) in Chicago. Thereported DSC as of Dec. 31, 2010, was 1.25x and occupancy was100% according to the June 30, 2011 rent roll.

Standard & Poor's stressed the collateral in the pool according toits current criteria. The resultant credit enhancement levels areconsistent with S&P's lowered and affirmed ratings.

"Our rating actions follow our analysis of the transactionprimarily using our U.S. conduit/fusion CMBS criteria. Ouranalysis also included a review of the deal structure and theliquidity available to the trust. The downgrades reflect creditsupport erosion that we anticipate will occur upon the resolutionof the 20 assets ($218.6 million, 8.7%) that are with the specialservicer and two loans ($16.1 million, 0.6%) that we determinedto be credit-impaired. We also considered the monthly interestshortfalls affecting the trust. We lowered our ratings on theclass J, K, L, and M certificates to 'D (sf)' because we believethe accumulated interest shortfalls will remain outstanding forthe foreseeable future," S&P said.

The affirmed ratings on the principal and interest certificatesreflect subordination and liquidity support levels that areconsistent with the outstanding ratings. "We affirmed our 'AAA(sf)' ratings on the class X-1 and X-2 interest-only certificatesbased on our current criteria," S&P related.

"Our analysis included a review of the credit characteristicsof the remaining assets in the pool. Using servicer-providedfinancial information, we calculated an adjusted debt servicecoverage (DSC) of 1.30x and a loan-to-value (LTV) ratio of 111.9%.We further stressed the loans' cash flows under our 'AAA' scenarioto yield a weighted average DSC of 0.84x and an LTV ratio of156.0%. The implied defaults and loss severity under the 'AAA'scenario were 91.5% and 39.0%. The DSC and LTV calculations notedabove exclude the 20 specially serviced assets ($218.6 million,8.7%) and two loans ($16.1 million, 0.6%) that we determined to becredit-impaired. We separately estimated losses for these assetsand included them in our 'AAA' scenario implied default and lossseverity figures," S&P said.

As of the Oct. 17, 2011, trustee remittance report, the trustexperienced monthly interest shortfalls totaling $507,184primarily related to appraisal subordinate entitlement reduction(ASER) amounts of $433,360, special servicing fees of $42,837, andreimbursement for interest on advances of $24,609. "The interestshortfalls affected all classes subordinate to and including classJ. Classes J, K, L, and M have had cumulative interest shortfallsoutstanding between one and two months, and we expect theseinterest shortfalls to continue in the near term. Consequently, wedowngraded these classes to 'D (sf)'," S&P said.

Credit Considerations

As of the Oct. 17, 2011 trustee remittance report, 20 assets($218.6 million, 8.7%) in the pool were with the specialservicer, C-III Asset Management LLC (C-III). The reported paymentstatus of the specially serviced assets as of the October 2011trustee remittance report is: four are real estate owned (REO;$56.2 million, 2.3%), one is in foreclosure ($4.3 million, 0.2%),12 are 90-plus-days delinquent ($131.4 million, 5.2%), one is 30days delinquent ($10.0 million, 0.4%), one is less than 30 daysdelinquent ($8.6 million, 0.3%), and one is current ($8.1 million,0.3%). ARAs totaling $81.7 million are in effect against 12 of thespecially serviced assets. Details of the three largest speciallyserviced assets, two of which are top 10 assets, are:

The Marriott Columbia loan ($41.3 million, 1.6%), the ninth-largest asset in the pool, is secured by a 300-room full-servicehotel in Columbia, S.C. The loan has a reported 90-plus-daysdelinquent payment status and a reported total exposure of$43.0 million. The loan was transferred to C-III on May 28, 2010,due to imminent default. C-III indicated that a foreclosureagreement has been signed and the property is being marketed forsale. The reported DSC for the 12 months ended Dec. 31, 2010, was0.18x according to the special servicer. An ARA of $22.0 millionis in effect against the loan. "We expect a significant loss uponthe eventual resolution of this loan," S&P related.

The Ashtabula Mall loan ($39.8 million, 1.6%), the 10th-largestasset in the pool, is secured by a 754,882-sq.-ft. regional mallin Ashtabula, Ohio. The loan has a reported total exposure of$42.7 million and was transferred to the special servicer onSept. 20, 2010, due to imminent monetary default. The reportedpayment status of the loan is 90-plus-days delinquent. Thereported DSC for the nine months ended Sept. 30, 2009, was 0.69xand occupancy at the mall was 42.7% as of June 30, 2011. C-IIIindicated that it is pursuing foreclosure. An ARA of $14.6 millionis in effect against the loan. "We expect a significant loss uponthe eventual resolution of this loan," S&P said.

The Crowne Plaza-Addison asset ($36.6 million, 1.5%) consistsof a 429-room full-service hotel in Addison, Texas. The assethas a reported total exposure of $40.5 million. The asset wastransferred to C-III on Feb. 5, 2010, due to imminent default andbecame REO on March 1, 2011. C-III stated that the property iscurrently listed for sale with disposition expected as early asin December 2011. NOI was not reported for this asset. An ARA of$21.8 million is in effect against the asset. "We expect asignificant loss upon the eventual resolution of this asset," S&Psaid.

The 17 remaining specially serviced assets have individualbalances that represent 0.4% or less of the pooled trust balance.ARAs totaling $23.3 million are in effect against nine of theseassets. "We estimated losses for the 17 assets, arriving at aweighted-average loss severity of 42.9%," S&P related.

"Subsequent to the Oct. 17, 2011 trustee remittance report,the master servicer informed us that the fourth-largest assetin the pool, the Hilton Daytona Beach loan, was transferredto the special servicer due to imminent default. This loan($94.7 million, 3.8%) is secured by a 744-room full-serviceHilton hotel in Daytona Beach, Fla. The loan's reported paymentstatus is current. The reported DSC was 0.84x for the 12 monthsended June 30, 2011, and the reported occupancy at the propertywas 63.9% as of March 2011," S&P said.

"In addition to the specially serviced assets, we determinedtwo loans ($16.1 million, 0.6%) to be credit-impaired primarilybecause both loans have a delinquent payment status. The ProspectSquare loan ($12.6 million, 0.5%) has a reported 30-days-delinquent payment status and is secured by a 113,146-sq.-ft.retail property in Cincinnati. The reported DSC was 0.96x foryear-end 2010. The master servicer indicated that the loan maybe transferred to the special servicer due to imminent default.The other loan, the Gateway Center loan ($3.5 million, 0.1%),has a reported 30-days-delinquent payment status and is securedby a 28,240-sq.-ft. retail center in Newberry, S.C. The masterservicer reported a 1.11x DSC for year-end 2010 and the reportedoccupancy at the collateral property is currently at 73.0%. Themaster servicer stated that the loan was recently transferred tothe special servicer due to imminent default. As a result, weviewed both loans to be at an increased risk of default and loss,"S&P said.

Transaction Summary

As of the Oct. 17, 2011 trustee remittance report, the collateralpool balance was $2.5 billion, which is 97.2% of the balance atissuance. The pool consists of 217 loans and four REO assets,down from 234 loans at issuance. The master servicers, BerkadiaCommercial Mortgage LLC, NCB FSB, and Wells Fargo Bank N.A.,provided financial information for 97.0% of the loans in thepool: 85.2% was partial- or full-year 2010 data, 5.7% was partial-year 2011 data, and the remainder was 2009 data.

"We calculated a weighted average DSC of 1.28x for the loans inthe pool based on the servicer-reported figures. Our adjusted DSCand LTV ratio were 1.30x and 111.9%. Our adjusted DSC and LTVfigures excluded the 20 specially serviced assets ($218.6 million,8.7%) and the two loans ($16.1 million, 0.6%) that we determinedto be credit-impaired. We separately estimated losses for theseassets and included them in our 'AAA' scenario implied default andloss severity figures. If we included the special serviced andcredit-impaired assets our adjusted DSC would have been 1.26x. Thetransaction has experienced $18.1 million in principal losses from13 assets to date. Seventy loans ($641.7 million, 25.4%) in thepool are on the master servicers' combined watchlist. Forty-threeloans ($487.2 million, 19.3%) have a reported DSC of less than1.00x, and 24 loans ($216.1 million, 8.6%) have a reported DSCbetween 1.00x and 1.10x," S&P said.

Summary of Top 10 Assets

The top 10 assets have an aggregate outstanding balance of$949.1 million (37.6%). "Using servicer-reported numbers, wecalculated a weighted average DSC of 1.39x for eight of thetop 10 assets. The remaining two assets ($81.1 million, 3.2%)were with the special servicer as of the October 2011 trusteeremittance report. Our adjusted DSC and LTV ratio for eight ofthe top 10 assets were 1.34x and 110.0%. The Milford Crossingloan ($75.5 million, 3.0%) is the eighth-largest asset in thepool and the second-largest loan on the master servicers'combined watchlist. The loan, secured by a 379,685-sq.-ft.anchored retail property in Milford, Conn., is on the masterservicers' combined watchlist due to a low reported DSC, whichwas 0.99x as of year-end 2010. The reported occupancy was 89.7%according to the June 2011 rent roll," S&P related.

The upgrades are due to overall improved pool financialperformance and increased credit support due to loan payoffs andamortization.

The affirmations are due to key parameters, including Moody's loanto value (LTV) ratio, Moody's stressed debt service coverage ratio(DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges. Based on Moody's current base expected loss,the credit enhancement levels for the affirmed classes aresufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of2.8% of the current balance. At last review, Moody's cumulativebase expected loss was 3.0%. Moody's stressed scenario loss is4.4% of the current balance. Depending on the timing of loanpayoffs and the severity and timing of losses from speciallyserviced loans, the credit enhancement level for investment gradeclasses could decline below the current levels. If futureperformance materially declines, the expected level of creditenhancement and the priority in the cash flow waterfall may beinsufficient for the current ratings of these classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics.

Primary sources of assumption uncertainty are the current sluggishmacroeconomic environment and performance in the commercial realestate property markets. While commercial real estate propertymarkets are gaining momentum, a consistent upward trend will notbe evident until the volume of transactions increases, distressedproperties are cleared from the pipeline and job creationrebounds. The hotel and multifamily sectors are continuing to showsigns of recovery through the first half of 2011, while recoveryin the non-core office and retail sectors are tied to pace ofrecovery of the broader economy. Core office markets are showingsigns of recovery through lending and leasing activity. Theavailability of debt capital continues to improve with termsreturning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The principal methodology used in this rating was "Moody'sApproach to Rating Fusion U.S. CMBS Transactions" published inApril 2005.

Moody's review incorporated the use of the excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a paydown analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity, is aprimary determinant of pool level diversity and has a greaterimpact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on thecredit estimate of the loan which corresponds to a range of creditenhancement levels. Actual fusion credit enhancement levels areselected based on loan level diversity, pool leverage and otherconcentrations and correlations within the pool. Negative pooling,or adding credit enhancement at the credit estimate level, isincorporated for loans with similar credit estimates in the sametransaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 67 compared to 61 at Moody's prior review.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated January 13, 2011.

DEAL PERFORMANCE

As of the October 13, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 39% to $722 millionfrom $1.195 million at securitization. Significant payoffs areexpected within the next 24 months with loans representing 85% ofthe pool coming up for maturity. The Certificates arecollateralized by 154 mortgage loans ranging in size from lessthan 1% to 8% of the pool, with the top ten non-defeased loansrepresenting 28% of the pool. The pool contains five loans withinvestment grade credit estimates that represents 18% of the pool.Twenty-one loans, representing 18% of the pool, have defeased andare secured by U.S. Government securities.

Twenty-five loans, representing 12% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

Nine loans have been liquidated from the pool sincesecuritization, resulting in a realized loss of $5.3 million (6%loss severity). However, it should be noted that four of theseloans had loss severities of less than 2% with the remaining fiveloans exhibiting an overall loss severity of 16%. Due to realizedlosses, Class NR has experienced a 45% principal loss. Currentlyfour loans, representing 3.2% of the pool, are in specialservicing. Moody's estimates an aggregate $7.6 million loss (33%expected loss on average) for these specially serviced loans.

Moody's has assumed a high default probability for six poorlyperforming loans representing 4% of the pool and has estimated anaggregate $5.3 million loss (17% expected loss based on a 35%probability default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011operating results for 97% and 41%, respectively, of the performingpool. Excluding specially serviced and troubled loans, Moody'sweighted average LTV for the conduit component is 64%, the same asthe prior review. Moody's net cash flow reflects a weightedaverage haircut of 11% to the most recently available netoperating income. Moody's value reflects a weighted averagecapitalization rate of 9.7%.

Excluding special serviced and troubled loans, Moody's actual andstressed DSCRs are 1.93X and 1.87X, respectively, compared to1.55X and 1.86X at last review. Moody's actual DSCR is based onMoody's net cash flow (NCF) and the loan's actual debt service.Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressedrate applied to the loan balance.

The largest loan with a credit estimate is the Center Tower Loan($59.8 million - 8.3%), which is secured by a 462,191 square foot(SF) Class A office building located in Costa Mesa (OrangeCounty), California. The property was 82% leased as of July 2011,similar to last review. The largest tenants are Latham & Watkins(24% of the net rentable area (NRA); lease expiration July 2015),Sheppard Mullin Richter (14% of the NRA; lease expiration April2019) and Lewis, Bisbois, Bisgaar (12% of the NRA; leaseexpiration July 2014). Moody's credit estimate and stressed DSCRare A3 and 1.70X, respectively, compared to A3 and 1.62X at lastreview.

The second loan with a credit estimate is the 516 West 34th StreetLoan ($22.2 million -- 3.1%), which is secured by a 264,443 SFoffice building located in the Midtown Manhattan submarket of NewYork City. The property is owned by and 100% occupied by CoachInc. Moody's credit estimate and stressed DSCR are A1 and 1.91X,respectively, compared to A1 and 1.84X at last review.

The third loan with a credit estimate is the Rexmere Village MHCLoan ($19.4 million -- 2.7%), which is secured by a 774-unitmanufactured housing community located in Davie, Florida. Theproperty was 97% leased as of June 2011 compared to 96% at lastreview. The loan is interest-only for its entire 10-year term.Moody's current credit estimate and stressed DSCR are Aa3 and1.85X, respectively, compared to Aa3 and 1.84X at last review.

The fourth loan with a credit estimate is the ITT GilfillanBuilding Loan ($15.8 million -- 2.2%), which is secured by twosingle-story industrial buildings totaling 278,077 SF, located inVan Nuys, California. The buildings are 100% leased to ITTIndustries Inc. through January 2013. The loan matures in April2013. Moody's current credit estimate and stressed DSCR are Aa3and 2.35X, respectively, compared to Aa3 and 2.22X at last review.

The fifth loan with a credit estimate is the 9401 WilshireBoulevard Loan ($13.7 million -- 1.9%), which is secured by a127,662 SF office building located in Beverly Hills, California.The property was 91% leased as of July 2011 compared to 89% atlast review. The largest tenant is Ervin, Cohen & Jessup (29% ofthe NRA, lease expiration August 2017). Moody's current creditestimate and stressed DSCR are A2 and 2.01X, respectively,compared to A2 and 1.81X at last review.

The top three performing conduit loans represent 6% of the poolbalance. The largest loan is the Monterey Pines Apartments Loan($16.6 million -- 2.3%), which is secured by a 286-unit gardenstyle apartment complex in San Jose, California. The property was93% occupied as of December 2010 compared to 97% at last review.Moody's LTV and stressed DSCR are 75% and 1.37X, respectively,compared to 74% and 1.38X at last review.

The second largest loan is the Crown Point Corporate Center Loan($14.9 million -- 2.1%), which is secured by a 129,030 SF officebuilding located in Gaithersburg, Maryland. The property was 61%leased as of December 2010 compared to 71% at last review.Property performance has declined as a result of the decline inoccupancy. The loan matures in December 2012. Moody's considersthis loan to have a high default probability due to its lowoccupancy, soft market conditions and near-term maturity and hasidentified it as a troubled loan. Moody's LTV and stressed DSCRare 163% and 0.66X, respectively compared to 154% and 0.67X as atlast review.

The third largest loan is the Bisso Corporate Center Loan($13.5 million -- 1.9%), which is secured by a 141,532 SF officebuilding located in Concord, California. The property was 75%leased as of December 2010. Bank of the West originally occupied25% of the premises but vacated at its lease expiration inDecember 2010. The current vacancy was reflected in Moody'sprevious review. Moody's LTV and stressed DSCR are 74% and 1.47X,respectively, compared to 76% and 1.39X at last review.

The affirmations are due to key parameters, including Moody'sloan to value (LTV) ratio, Moody's stressed debt service coverageratio (DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges. Based on Moody's current base expected loss,the credit enhancement levels for the affirmed classes aresufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected lossof 8.0% of the current balance. At last full review, Moody'scumulative base expected loss was 7.5%. Moody's stressed scenarioloss is 29.6% of the current balance. Depending on the timing ofloan payoffs and the severity and timing of losses from speciallyserviced loans, the credit enhancement level for investment gradeclasses could decline below the current levels. If futureperformance materially declines, the expected level of creditenhancement and the priority in the cash flow waterfall may beinsufficient for the current ratings of these classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expectedrange will not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics. Primary sources of assumption uncertaintyare the current sluggish macroeconomic environment and performancein the commercial real estate property markets. While commercialreal estate property markets are gaining momentum, a consistentupward trend will not be evident until the volume of transactionsincreases, distressed properties are cleared from the pipeline andjob creation rebounds. The hotel and multifamily sectors arecontinuing to show signs of recovery through the first half of2011, while recovery in the non-core office and retail sectors aretied to pace of recovery of the broader economy. Core officemarkets are showing signs of recovery through lending and leasingactivity. The availability of debt capital continues to improvewith terms returning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The principal methodology used in this rating was "Moody'sApproach to Rating U.S. CMBS Conduit Transactions" published inSeptember 2000.

Moody's review incorporated the use of the Excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a paydown analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity, is aprimary determinant of pool level diversity and has a greaterimpact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on theunderlying rating of the loan which corresponds to a range ofcredit enhancement levels. Actual fusion credit enhancement levelsare selected based on loan level diversity, pool leverage andother concentrations and correlations within the pool. Negativepooling, or adding credit enhancement at the underlying ratinglevel, is incorporated for loans with similar credit estimates inthe same transaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 60 compared to 65 at Moody's prior review.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated December 2, 2010.

DEAL PERFORMANCE

As of the October 17, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 15% to$2.32 billion from $2.73 billion at securitization. TheCertificates are collateralized by 246 mortgage loans rangingin size from less than 1% to 7% of the pool, with the top tenloans representing 29% of the pool. Four loans, representing0.4% of the pool, have defeased and are collateralized withU.S. Government securities.

Eighty-nine loans, representing 26% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

Six loans have been liquidated from the pool since securitization,resulting in an aggregate $23.2 million loss (52% loss severity onaverage). Currently 30 loans, representing 13% of the pool, are inspecial servicing. The master servicer has recognized appraisalreductions totaling $97.2 million for the specially servicedloans. Moody's has estimated a $125.3 million loss (40% expectedloss) for the specially serviced loans.

Moody's has assumed a high default probability for 20 poorlyperforming loans representing 4% of the pool. Moody's hasestimated a $14.1 million loss (15% expected loss based on a 50%probability default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011operating results for 97% and 87%, respectively, of the performingpool. Excluding specially serviced and troubled loans, Moody'sweighted average LTV for the pool is 105% compared to 109% atMoody's prior review. Moody's net cash flow reflects a weightedaverage haircut of 9% to the most recently available net operatingincome. Moody's value reflects a weighted average capitalizationrate of 9.5%.

Excluding specially serviced and troubled loans, Moody's actualand stressed DSCRs for the pool are 1.28X and 1.01X, respectively,compared 1.28X and 0.98X at last review. Moody's actual DSCR isbased on Moody's net cash flow (NCF) and the loan's actual debtservice. Moody's stressed DSCR is based on Moody's NCF and a 9.25%stressed rate applied to the loan balance.

The top three performing represent 16% of the pool. The largestloan is the Ritz-Carlton Hotel Portfolio Loan ($172.8 million --7.4%), which is secured by four Ritz-Carlton hotel propertieslocated in New York City (2) and Washington, D.C. (2). Theportfolio originally included a Boston property which paid-off inJanuary 2007 resulting in a pay down of 125% of its allocated loanamount. The loan represents an 87% participation interest in a$198.4 million loan. The hotel portfolio was impacted by thedownturn in the tourism industry, but performance has beenimproving. The loan amortizes on a 226-month schedule for itsfirst seven years and then converts to a 331-month schedulethereafter, and has amortized 4% since last full review. Moody'sLTV and stressed DSCR are 93% and 1.10X, respectively, compared to97% and 1.06X at last review.

The second largest loan is the COPT Office Portfolio Loan($108.5 million -- 4.7%), which is secured by ten crossedsuburban office properties, totaling 597,482 square feet,located in Columbia and Annapolis Junction, Maryland. Performancehas declined since last review due to both reduced base rent andincreased expenses. The loan is interest-only for its entire ten-year term and matures in January 2016. Moody's LTV and stressedDSCR are 119% and 0.85X, respectively, compared to 118% and 0.85Xat last review.

The third largest loan is the Flournoy Portfolio Loan($94.2 million -- 4.1%), which is secured by four multifamilyproperties with a total of 1,397 units located in Texas (2),Tennessee, and Kansas. Three of the loans are on the servicer'swatchlist due to low DSCR; however, performance of thoseproperties has improved since last review. The loan had a 36-month interest-only period and is amortizing on a 360-monthschedule maturing in January 2016. Moody's LTV and stressed DSCRare 124% and 0.77X, respectively, compared to 149% and 0.64X atlast review.

The classes have been placed under review for possible downgradedue to the deterioration of credit quality, pending maturities,and anticipated losses to the trust.

As of the October 17, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 16% to $1.1 billionfrom $1.3 billion at securitization. The Certificates arecollateralized by 12 mortgage loans ranging in size from 2% to 36%of the pool. There are currently four loans in special servicing(8.6% of pooled balance) which are the Westchester Marriott loan(3%), the Reunion Land loan (2%), the Hyatt Place Portfolio loan(2%), and Belltell Lofts loan (2%).

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior review issummarized in a press release dated December 17, 2011.

The principal methodology used in this rating was "Moody'sApproach to Rating CMBS Large Loan/Single Borrower Transactions"published in July 2000.

Moody's review will focus on the potential losses from speciallyserviced loans and the performance of the overall pool.

The principal methodology used in this rating was Moody's Approachto Rating U.S. Floorplan ABS Securities, published in January2010.

V-SCORE AND PARAMETER SENSITIVITY

The V Score for this transaction is Medium, which is equal to theMedium V score assigned for the U.S. Dealer Floorplan Loan ABSsector. The V Score indicates "Medium" uncertainty about criticalassumptions such as dealer default probabilities and recoveryrates. Moody's V Scores provide a relative assessment of thequality of available credit information and the potentialvariability around the various inputs to a rating determination.The V Score ranks transactions by the potential for significantrating changes owing to uncertainty around the assumptions due todata quality, historical performance, the level of disclosure,transaction complexity, the modeling and the transactiongovernance that underlie the ratings. V Scores apply to the entiretransaction (rather than individual tranches).

Moody's Parameter Sensitivities: Consistent with Moody'smethodology, the analysis of NAVMT 2011-1 included simulationanalysis. Moody's simulation analysis incorporated a stressedaverage dealer default rate of approximately 50%. Moody's primaryassumptions for recovery rates of repossessed vehicles fromdefaulted dealers ranged from 90% for new vehicles and 85% forused vehicles with a non-bankrupt manufacturer to 50% for newvehicles and 45% for used vehicles with a manufacturer inliquidation. Moody's analysis reveals Class A sensitivity down tothe A level when dealer defaults are increased to 90% and recoveryrates are stressed an additional 20%. The Class B rating showssensitivity down to the Baa rating level with dealer defaults upto 80% and recovery rates stressed an additional 15%. The Class Crating shows sensitivity down to the Ba rating level with dealerdefaults up to 75% and a recovery rate haircut of 15%.

Parameter Sensitivities are not intended to measure how the ratingof the security might migrate over time, rather they are designedto provide a quantitative calculation of how the initial ratingmight change if key input parameters used in the initial ratingprocess differed. The analysis assumes that the deal has not aged.Parameter Sensitivities only reflect the ratings impact of eachscenario from a quantitative/model-indicated standpoint.Qualitative factors are also taken into consideration in theratings process, so the actual ratings that would be assigned ineach case could vary from the information presented in theParameter Sensitivity analysis.

According to Moody's, the rating actions taken on the notes areprimarily a result of applying Moody's revised CLO assumptionsdescribed in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011. The primary changes to themodeling assumptions include (1) a removal of the temporary 30%default probability macro stress implemented in February 2009 aswell as (2) increased BET liability stress factors and increasedrecovery rate assumptions.

The actions also reflect consideration of delevering of the seniornotes since the rating action in September 2009. Moody's notesthat the Class A-1 and Class A-2 Notes have been paid down byapproximately $25.2 million in aggregate since the rating actionin September 2009.

Due to the impact of revised and updated key assumptionsreferenced in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011, key model inputs used byMoody's in its analysis, such as par, weighted average ratingfactor, diversity score, and weighted average recovery rate, maybe different from the trustee's reported numbers. In its basecase, Moody's analyzed the underlying collateral pool to have aperforming par and principal proceeds balance of $462.3 million,charged-off loans balance of $6.7 million, a weighted averagerating factor of 4303, a weighted average recovery rate upondefault of 49.17%, and a diversity score of 37. The default andrecovery properties of the collateral pool are incorporated incash flow model analysis where they are subject to stresses as afunction of the target rating of each CLO liability beingreviewed. The default probability is derived from the creditquality of the collateral pool and Moody's expectation of theremaining life of the collateral pool. The average recovery rateto be realized on future defaults is based primarily on theseniority of the assets in the collateral pool. In each case,historical and market performance trends and collateral managerlatitude for trading the collateral are also factors.

The principal methodology used in this rating was "Moody'sApproach to Rating Collateralized Loan Obligations" published inJune 2011.

Moody's modeled the transaction using the Binomial ExpansionTechnique, as described in Section 2.3.2.1 of the "Moody'sApproach to Rating Collateralized Loan Obligations" ratingmethodology published in June 2011.

Moody's notes that this transaction is subject to a high level ofmacroeconomic uncertainty, as evidenced by 1) uncertainties ofcredit conditions in the general economy and 2) the largeconcentration of speculative-grade debt maturing between 2013 and2015 which may create challenges for issuers to refinance. CLOnotes' performance may also be impacted by 1) the manager'sinvestment strategy and behavior and 2) divergence in legalinterpretation of CLO documentation by different transactionalparties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Delevering: The main source of uncertainty in this transactionis whether delevering from unscheduled principal proceeds willcontinue and at what pace. Delevering may accelerate due to highprepayment levels in the loan market and/or collateral sales bythe manager, which may have significant impact on the notes'ratings.

2) Exposure to credit estimates: The deal is exposed to a largenumber of securities whose default probabilities are assessedthrough credit estimates. In the event that Moody's is notprovided the necessary information to update the credit estimatesin a timely fashion, the transaction may be impacted by anydefault probability stresses Moody's may assume in lieu of updatedcredit estimates.

3) Recovery of charged-off loans: Market value fluctuations indefaulted assets reported by the trustee and those assumed to bedefaulted by Moody's may create volatility in the deal'sovercollateralization levels. Further, the timing of recoveriesand the manager's decision to work out versus sell defaultedassets create additional uncertainties.

PANGAEA CLO 2007-1: Moody's Raises Rating of Class C Notes to Ba1-----------------------------------------------------------------Moody's Investors Service has upgraded the ratings of these notesissued by Pangaea CLO 2007-1 Ltd.:

According to Moody's, the rating actions taken on the notes areprimarily a result of applying Moody's revised CLO assumptionsdescribed in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011. The primary changes to themodeling assumptions include (1) a removal of the temporary 30%default probability macro stress implemented in February 2009 aswell as (2) increased BET liability stress factors and increasedrecovery rate assumptions.

The actions also reflect consideration of credit improvement ofthe underlying portfolio since the rating action in October 2009.In particular, based on the trustee report dated October 2011, theweighted average rating factor is currently 2932 compared to 3416in the September 2009 report.

Due to the impact of revised and updated key assumptionsreferenced in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011, key model inputs used byMoody's in its analysis, such as par, weighted average ratingfactor, diversity score, and weighted average recovery rate, maybe different from the trustee's reported numbers. In its basecase, Moody's analyzed the underlying collateral pool to have aperforming par balance, including principal proceeds, of $275million, defaulted par of $12.3 million, a weighted averagedefault probability of 24.2% (implying a WARF of 3249), a weightedaverage recovery rate upon default of 50.5%, and a diversity scoreof 42. These default and recovery properties of the collateralpool are incorporated in cash flow model analysis where they aresubject to stresses as a function of the target rating of each CLOliability being reviewed. The default probability is derived fromthe credit quality of the collateral pool and Moody's expectationof the remaining life of the collateral pool. The average recoveryrate to be realized on future defaults is based primarily on theseniority of the assets in the collateral pool. In each case,historical and market performance trends, and collateral managerlatitude for trading the collateral are also factors.

The principal methodology used in this rating was "Moody'sApproach to Rating Collateralized Loan Obligations", published inJune 2011.

Moody's modeled the transaction using the Binomial ExpansionTechnique, as described in Section 2.3.2.1 of the "Moody'sApproach to Rating Collateralized Loan Obligations" ratingmethodology published in June 2011.

Moody's notes that this transaction is subject to a high level ofmacroeconomic uncertainty, as evidenced by 1) uncertainties ofcredit conditions in the general economy and 2) the largeconcentration of speculative-grade debt maturing between 2013 and2016 which may create challenges for issuers to refinance. CDOnotes' performance may also be impacted by 1) the managers'investment strategies and behavior and 2) divergence in legalinterpretation of CDO documentation by different transactionalparties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1. Recovery of defaulted assets: Market value fluctuations indefaulted assets reported by the trustee and those assumed to bedefaulted by Moody's may create volatility in the deal'sovercollateralization levels. Further, the timing of recoveriesand the manager's decision to work out versus selling defaultedassets create additional uncertainties. Moody's analyzed defaultedrecoveries assuming the lower of the market price and the recoveryrate in order to account for potential volatility in marketprices.

2. Weighted average life: The notes' ratings are sensitive to theweighted average life assumption of the portfolio, which may beextended due to the manager's decision to reinvest into new issueloans or other loans with longer maturities and/or participate inamend-to-extend offerings. Moody's tested for a possible extensionof the actual weighted average life in its analysis.

3. Other collateral quality metrics: The deal is allowed toreinvest and the manager has the ability to deteriorate thecollateral quality metrics' existing cushions against the covenantlevels. Moody's analyzed the impact of assuming worse of reportedand covenanted values for weighted average rating factor anddiversity score. As part of the base case, Moody's consideredweighted average spread levels higher than the covenant levels dueto the large difference between the reported and covenant levels.

4. Exposure to credit estimates: The deal is exposed to a largenumber of securities whose default probabilities are assessedthrough credit estimates. In the event that Moody's is notprovided the necessary information to update the credit estimatesin a timely fashion, the transaction may be impacted by anydefault probability stresses Moody's may assume in lieu of updatedcredit estimates.

"The rating action reflects par loss in the transaction'sunderlying asset portfolio since we lowered the rating onthe note on March 10, 2010," S&P said.

According to the Sept. 30, 2011, trustee report, the transactionhad $25.51 million total in underlying assets and principal cash."This was a decrease from the $52.89 million total reported in theJan. 29, 2010, trustee report, which we used for our March 2010rating action. Over that same time period, the transaction used$14.62 million to pay down the class A-2, A-3, and B notebalances, resulting in a $12.76 million par loss in underlyingcollateral," S&P said.

In addition, the coverage test ratios dropped during the same timeperiod. The trustee reported the overcollateralization (O/C)ratios in the Sept. 30, 2011, monthly report:

The class A/B O/C ratio test was 49.95%, compared with a reported ratio of 62.07% in January 2010; and

The class C O/C ratio test was 23.79%, compared with a reported ratio of 40.29% in January 2010.

Standard & Poor's will continue to review whether, in its view,the ratings assigned to the notes remain consistent with thecredit enhancement available to support them and take ratingactions as it deems necessary.

PPLUS TRUST: Moody's Lowers Rating of $42.5-Mil. Notes to 'B3'--------------------------------------------------------------Moody's Investors Service has downgraded and left on review forpossible downgrade these certificates issued by PPLUS Trust SeriesSPR-1:

US$42,515,000 PPLUS Trust Series SPR-1 7.00% Trust Certificates;Downgraded to B3 and Remains On Review for Possible Downgrade;previously on October 18, 2011 Downgraded to B2 and Placed UnderReview for Possible Downgrade

RATIONGS RATIONALE

The transaction is a structured note whose rating is based on therating of the Underlying Securities and the legal structure of thetransaction. The rating action is a result of the change of therating of $43,297,000 6.875% Notes due 2028 issued by SprintCapital Corporation which was downgraded to B3 and remains onreview for possible downgrade by Moody's on November 4, 2011.

The principal methodology used in this rating was "Moody'sApproach to Rating Repackaged Securities" published in April 2010.

The affirmations are due to key parameters, including Moody's loanto value (LTV) ratio, Moody's stressed debt service coverage ratio(DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges. Based on Moody's current base expected loss,the credit enhancement levels for the affirmed classes aresufficient to maintain the existing ratings.

Moody's rating action reflects a cumulative base expected loss of1.7% of the current balance compared to 2.0% at last review.Moody's stressed scenario loss is 6.1% of the current balance.Depending on the timing of loan payoffs and the severity andtiming of losses from specially serviced loans, the creditenhancement level for investment grade classes could decline belowthe current levels. If future performance materially declines, theexpected level of credit enhancement and the priority in the cashflow waterfall may be insufficient for the current ratings ofthese classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expectedrange will not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics.

Primary sources of assumption uncertainty are the current sluggishmacroeconomic environment and performance in the commercial realestate property markets. While commercial real estate propertymarkets are gaining momentum, a consistent upward trend will notbe evident until the volume of transactions increases, distressedproperties are cleared from the pipeline and job creationrebounds. The hotel and multifamily sectors are continuing to showsigns of recovery through the first half of 2011, while recoveryin the non-core office and retail sectors are tied to pace ofrecovery of the broader economy. Core office markets are showingsigns of recovery through lending and leasing activity. Theavailability of debt capital continues to improve with termsreturning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recoveryas the most likely scenario through 2012, amidst ongoingindividual, corporate and governmental deleveraging, persistentunemployment, and government budget considerations, however thedownside risks to the outlook have risen since last quarter.

The methodologies used in this rating were "Moody's Approach toRating Fusion U.S. CMBS Transactions" published in April 2005,"Moody's Approach to Rating Canadian CMBS" published in May 2000,and "Moody's Approach to Rating CMBS Large Loan/Single BorrowerTransactions" published in July 2000.

Moody's review incorporated the use of the excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a paydown analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity,is a primary determinant of pool level diversity and has agreater impact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade underlying ratings ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on theunderlying rating of the loan which corresponds to a range ofcredit enhancement levels. Actual fusion credit enhancement levelsare selected based on loan level diversity, pool leverage andother concentrations and correlations within the pool. Negativepooling, or adding credit enhancement at the underlying ratinglevel, is incorporated for loans with similar underlying ratingsin the same transaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 15, which is the same as at last review.

In cases where the Herf falls below 20, Moody's also employsthe large loan/single borrower methodology. This methodologyuses the excel-based Large Loan Model v 8.2 and then reconcilesand weights the results from the two models in formulating arating recommendation. The large loan model derives creditenhancement levels based on an aggregation of adjusted loanlevel proceeds derived from Moody's loan level LTV ratios.Major adjustments to determining proceeds include leverage,loan structure, property type, and sponsorship. These aggregatedproceeds are then further adjusted for any pooling benefitsassociated with loan level diversity, other concentrations andcorrelations.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated January 28, 2011.

DEAL PERFORMANCE

As of the October 12, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 45% to$191.8 million from $347.5 million at securitization. TheCertificates are collateralized by 40 mortgage loans rangingin size from less than 1% to 13% of the pool, with the top tenloans representing 63% of the pool. The pool contains two loanswith investment grade credit estimates that represent 22% of thepool. Five loans, representing 8% of the pool, have defeased andare collateralized with Canadian Government securities.

Three loans, representing 17% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of theCRE Finance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

The pool has not realized any losses since securitization. Thereare no loans currently in special servicing.

Moody's has assumed a high default probability for two poorlyperforming loans representing 4% of the pool and has estimated a$1.6 million aggregate loss (20% expected loss based on a 40%probability default) from these troubled loans.

Moody's was provided with full-year 2010 operating results for 98%of the pool. Excluding troubled loans, Moody's weighted averageLTV is 66% compared to 71% at last review. Moody's net cash flowreflects a weighted average haircut of 10% to the most recentlyavailable net operating income. Moody's value reflects a weightedaverage capitalization rate of 8.9%.

The largest loan with a credit estimate is the Bayfield Mall Loan($25.7 million -- 13.4%), which is secured by a 443,351 squarefoot (SF) anchored community shopping center located in Barrie,Ontario. The loan amortizes on a 25-year schedule. Performance hasbeen stable. Moody's current credit estimate and stressed DSCR areBaa2 and 1.50X, respectively, compared to Baa2 and 1.44X at lastreview.

The second loan with a credit estimate is the Desjardins VisaBuilding Loan ($17.2 million -- 9.0%), which is secured by a201,583 SF office building located in Montreal, Quebec.Performance has been stable. Moody's current credit estimate andstressed DSCR are A3 and 1.58X, respectively, which is the same asat last review.

The top three performing conduit loans represent 23% of thepool balance. The largest loan is 33 Isabella Street Loan($24.0 million -- 12.5% of the pool), which is secured by a416-unit multifamily property located in Toronto, Ontario. Theproperty was 95% leased as of December 2010 compared to 97% atlast review. Moody's LTV and stressed DSCR are 79% and 1.06X,respectively, compared to 86% and 0.97X at last review.

The second largest loan is the Columbia Wellness Center Loan($10.8 million -- 5.6% of the pool), which is secured by a 186-unit private retirement residence located in Kelowna, BritishColumbia. The property was 95% leased as of June 2011 compared to94% at last review. Performance has increased since last reviewdue to an increase in base rent. Moody's LTV and stressed DSCR are74% and 1.31X, respectively, compared to 91% and 1.07X at lastreview.

The third largest loan is the Observatory Place Loan ($8.9 million-- 4.7% of the pool), which is secured by a 86,915 SF office andretail property located in Richmond Hill, Ontario. The propertywas 97% leased as of January 2011 compared to 98% at last review.Moody's LTV and stressed DSCR are 63% and 1.54X, respectively,compared to 64% and 1.51X at last review.

The affirmations are due to key parameters, including Moody's loanto value (LTV) ratio, Moody's stressed debt service coverage ratio(DSCR) and the Herfindahl Index (Herf), remaining withinacceptable ranges. Based on Moody's current base expected loss,the credit enhancement levels for the affirmed classes aresufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of1.7% of the current pooled balance, as compared to 1.5% at lastreview. Moody's stressed scenario loss is 7.2% of the currentpooled balance. Depending on the timing of loan payoffs and theseverity and timing of losses from specially serviced loans,the credit enhancement level for investment grade classes coulddecline below the current levels. If future performance materiallydeclines, the expected level of credit enhancement and thepriority in the cash flow waterfall may be insufficient for thecurrent ratings of these classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics.

Primary sources of assumption uncertainty are the current sluggishmacroeconomic environment and performance in the commercial realestate property markets. While commercial real estate propertymarkets are gaining momentum, a consistent upward trend will notbe evident until the volume of transactions increases, distressedproperties are cleared from the pipeline and job creationrebounds. The hotel and multifamily sectors are continuing to showsigns of recovery through the first half of 2011, while recoveryin the non-core office and retail sectors are tied to the pace ofthe recovery of the broader economy. Core office markets areshowing signs of recovery through lending and leasing activity.The availability of debt capital continues to improve with termsreturning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The methodologies used in this rating were "Moody's Approach toRating Fusion U.S. CMBS Transactions" published in April 2005, and"Moody's Approach to Rating Canadian CMBS" published in May 2000.

Moody's review incorporated the use of the excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a paydown analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity, is aprimary determinant of pool level diversity and has a greaterimpact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on thecredit estimate of the loan which corresponds to a range of creditenhancement levels. Actual fusion credit enhancement levels areselected based on loan level diversity, pool leverage and otherconcentrations and correlations within the pool. Negative pooling,or adding credit enhancement at the credit estimate level, isincorporated for loans with similar credit estimates in the sametransaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The pool has a Herf of 25 as compared to 26at last review.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review. Moody's prior full review issummarized in a press release dated January 28, 2011.

DEAL PERFORMANCE

As of the October 12, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 10% to $464 millionfrom $514 million at securitization. The Certificates arecollateralized by 73 mortgage loans ranging in size from less than1% to 8% of the pool, with the top ten loans representing 54% ofthe pool. One loan, representing less than 1% of the pool, hasfully defeased and is secured by Canadian Government securities.The transaction contains three loans, representing 21% of thepool, with investment grade credit estimates.

Four loans, representing 3% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

The pool has not experienced any realized losses to date. TheImpero Properties Loan ($9 million --1.9%) is the only loan inspecial servicing. It is a three building office complex locatedin Edmonton, Alberta. The loan transferred to special servicing inSeptember 2010 due to the borrower placing $3 million ofunauthorized subordinate debt on the property. The collateralproperties are 92% leased as of August 2011. The loan is currently30 days delinquent. The servicer has not recognized an appraisalreduction for this loan. Moody's has estimated a minimal loss onthis loan.

Moody's has assumed a high default probability for three poorlyperforming loans representing 1% of the pool and has estimated a$1 million loss (10% expected loss based on a 50% probabilitydefault) from these troubled loans.

Moody's was provided with full year 2010 operating results for 86%of the pool. Moody's weighted average conduit LTV is 85%, which isthe same as at Moody's prior review. Moody's net cash flowreflects a weighted average haircut of 9% to the most recentlyavailable net operating income. Moody's value reflects a weightedaverage capitalization rate of 9.1%.

Moody's actual and stressed conduit DSCRs are 1.43X and 1.31X,respectively, compared to 1.43X and 1.28X at last review. Moody'sactual DSCR is based on Moody's net cash flow (NCF) and the loan'sactual debt service. Moody's stressed DSCR is based on Moody's NCFand a 9.25% stressed rate applied to the loan balance.

The largest loan with a credit estimate is the Langley PowerCentre Loan ($39 million -- 8.4%), which is secured by 228,000square foot (SF) anchored retail center located in Langley,British Columbia. The property was 91% leased at 2010 year-endcompared to 100% at last review. The loan is 100% recourse toRioCan Real Estate Investment Trust. Moody's current creditestimate and stressed DSCR are Baa2 and 0.93X, respectively, whichis the same as at last review.

The second largest loan with a credit estimate is The AtriumPooled Interest Loan ($39 million -- 8.3%), which is secured by a1.05 million SF mixed-use complex located in Toronto, Ontario. Theloan is a pari passu interest in a $116 million A-Note. There isalso a $74 million B-Note secured by the property. The collateralwas 98% leased as of January 2011, which is the same as at lastreview. H&R REIT acquired the subject property from Hines in June2011. Moody's current credit estimate and stressed DSCR are A2 and1.73X, respectively, compared to A2 and 1.62X at last review.

The remaing loan with a credit estimate is the PDC Senior InterestLoan ($19 million -- 4.1%), which is secured by a 165,000 SFoffice property located in Verdun, Quebec. The property is fullyleased to the Yellow Pages Group through December 2017. Moody'scurrent credit estimate and stressed DSCR are Baa3 and 1.40X,respectively, compared to Baa3 and 1.43X at last review.

The top three performing conduit loans represent 20% of thepool balance. The largest loan is the Conundrum Portfolio Loan($37 million -- 7.9%), which is secured by a 15 property portfoliocontaining nine industrial, five unanchored retail and one officeproperty all located in Ontario. The portfolio was 92% leased asof April 2011 compared to 86% at last review. Moody's LTV andstressed DSCR are 100% and 1.03X, which is the same as at lastreview.

The second largest loan is the Mississauga Office Loan($30 million -- 6.3%), which is secured by two office/flexproperties, one office and one industrial property, all locatedin Mississauga, Ontario. The portfolio was 95% leased as ofOctober 2011, similar to last review. Moody's LTV and stressedDSCR are 91% and 1.07X, respectively, compared to 87% and 1.12Xat last review.

The third largest loan is the Sundance Pooled Interest Loan($26 million -- 5.5%), which is secured by a 180,000 SF officebuilding located in Calgary, Alberta. The property was 100%leased as of March 2011, which is the same as last review andsecuritization. Moody's LTV and stressed DSCR are 100% and 0.95X,respectively, compared to 93% and 1.02X at last review.

RESIDENTIAL MORTGAGE: DBRS Confirms Class B-1 Rating at 'C'-----------------------------------------------------------DBRS has confirmed its outstanding ratings on 35 U.S. ResidentialMortgage-Backed Securities (RMBS) transactions based on a reviewof the assignment, transfer, conveyance and delivery of all ofLitton Loan Servicing LP's (Litton) right, title and interest inand obligations under all pooling and servicing agreements,servicing agreements or similar or related agreements, for whichLitton is a party, to Ocwen Loan Servicing, LLC (OLS), effectiveNovember 1, 2011.

The transaction has paid down by $126.2 million (21% of theoriginal balance) since the last review. The paydown was theresult of loan disposals, asset repayments, and interest diversiondue to the failure of all overcollateralization (OC) tests. Sincelast review, the disposal of two loans resulted in realized lossesof approximately $24.4 million. The combined percentage ofdefaulted assets and Fitch Loans of Concern totals 47.4% comparedto 43.2% at last review. The weighted average rating of the ratedsecurities has remained the same at 'CCC+/CCC'.

RFC 2006-1 is a commercial real estate (CRE) CDO. The transactionexited its reinvestment period in April 2011. As of the October2011 trustee report and per Fitch categorizations, the CDO wassubstantially invested as follows: 45% whole loan/A-notes, 18.4%mezzanine loans, 6.6% B-notes, 20% commercial mortgage-backedsecurities, and 10% principal cash.

The CDO's asset manager is Realty Finance Corp. (RFC). As statedin a public press release in February 2011, RFC entered into anagreement to outsource its asset management functions for the CDOto Waldron H. Rand & Company, P.C. (Waldron). As of Feb. 18,2011, RFC was expected to have no active employees of its own.Waldron is an accounting firm with real estate experience and itscapabilities are consistent with the current ratings assigned tothe notes of the transaction. The press release further statedthat RFC's board of directors continues to explore variousstrategic options for RFC, including a liquidation, in the eventit is unsuccessful in consummating a strategic transaction.Under Fitch's methodology, approximately 76.6% of the portfolio ismodeled to default in the base case stress scenario, defined asthe 'B' stress. In this scenario, the modeled average cash flowdecline is 10% from, generally, either year-end 2010 or trailing12-month first- or second-quarter 2011. Fitch estimates thataverage recoveries will be 38%.

The largest component of Fitch's base case loss expectation is awhole loan (8.6%) secured by a 72-room boutique hotel located inthe Times Square area of New York City. Performance has beenbelow expectations. Fitch modeled a substantial loss in its basecase scenario.

The next largest component of Fitch's base case loss expectationis a mezzanine position (6.1%) secured by interests in a 1,310-room full-service hotel located in Honolulu, Hawaii. Fitchmodeled a full loss on this highly leveraged position in its basecase scenario.

The third largest component of Fitch's base case loss expectationis a mezzanine position (4.9%) secured by interests in a 575-roomfull-service hotel located in Tucson, Arizona. The loan is a non-performing matured balloon. Debt service reserves have beencompletely depleted. Fitch modeled a full loss on this highlyleveraged position in its base case scenario.

This transaction was analyzed according to 'SurveillanceCriteria for U.S. CREL CDOs and CMBS Large Loan Floating-RateTransactions', which applies stresses to property cash flows anddebt service coverage ratio tests to project future default levelsfor the underlying portfolio.

Recoveries are based on stressed cash flows and Fitch's long-termcapitalization rates. Although the model passing rate for theclass A-1 and A-2 notes are higher than the class' current rating,upgrades are not warranted at this time given the uncertainfinancial status of the asset manager and the issuer. Per Fitchcriteria, cash flow modeling was not performed as part of theanalysis as the difference in expected loss from last review isless than 10%. Class A-1's Rating Outlook is revised to Stablefrom Negative reflecting the class's senior position in thecapital stack.

The ratings for classes A-2 through K are based on a deterministicanalysis which considers Fitch's base case loss expectation forthe pool and the current percentage of defaulted assets and FitchLoans of Concern, factoring in anticipated recoveries relative toeach class' credit enhancement, as well as the likelihood for OCtests to cure.

The transaction was formerly known as CBRE Realty Finance CDO2006-1, Ltd./LLC.

Fitch has affirmed and revised Recovery Ratings (RRs) and RatingOutlooks on these classes:

DBRS does not rate the $5.8 million first loss piece, Class M.The trends for all rated classes of the transaction are Stable.

The rating confirmations are supported by transaction-levelperformance that is in line with the metrics at the time of thelast DBRS review. The transaction has a healthy weighted-averagedebt service coverage ratio (DSCR) of 1.53 times (x) and aweighted-average debt yield of 15.65%, based on the most recentfinancials. Since the last review, credit enhancement to thebonds has increased, primarily as a result of loan amortization.

There are currently four loans on the servicer's watchlist,representing 7.65% of the pool balance. Three of the watchlistedloans are highlighted below:

Prospectus ID#8, 195 Cote St. Catherine (3.7% of the current poolbalance), has been on the servicer's watchlist since December 2010because of an unauthorized second mortgage. The collateral forthe trust loan is a 167-unit multifamily property located in theOutremont neighbourhood of Montr‚al. According to the servicer,the loan will remain on the servicer's watchlist until theunauthorized second mortgage is no longer in place. Theperformance of the loan has been stable, with a YE2010 DSCR of1.28x and an occupancy rate of 97.5% as of April 2011. DBRS willcontinue to monitor this loan.

Prospectus ID#12, Royal Bank Building (2.7% of the current poolbalance), was placed on the servicer's watchlist in May 2011 forhaving taxes in arrears in excess of $500,000. The collateral forthe loan is a 75,000 square foot (sf) Class A office buildinglocated in New Westminster, British Columbia. As a result of theoverdue taxes, the servicer was forced to make a property taxadvance. Further exacerbating the issues with this loan is thefact that the property is only 57% occupied, based on a May 2011rent roll. The YE2010 DSCR was 0.96x and this does not reflectthe depressed occupancy for 2011. DBRS will continue to closelymonitor the tax and occupancy rate issues.

Prospectus ID#33, Days Inn Dartmouth (0.8% of the current poolbalance), has been on the servicer's watchlist since November 2010because of a low DSCR, which resulted from declining occupancy andRevPar. The collateral for the loan is a 142-key limited servicehotel in Dartmouth, Nova Scotia. The property was a Future Inn atissuance but changed flags and is now a Days Inn. Performance atthe property has declined since YE2008 when the DSCR was 1.67x andthe occupancy rate was 50%. The YE2010 DSCR was -0.60x and theoccupancy rate was 36%. Despite poor performance over the pasttwo years, the loan has remained current and the borrower has putmoney into the property by renovating the banquet room and commonareas and by adding an indoor pool.

DBRS continues to monitor this transaction on a monthly basis inthe Monthly CMBS Surveillance report, which can provide moredetailed information on the individual loans in the pool.

The note issuance is a securitization of vacation ownershipinterval (timeshare) loans.

The preliminary ratings are based on information as of Nov. 4,2011. Subsequent information may result in the assignment offinal ratings that differ from the preliminary ratings.

"The preliminary ratings reflect our opinion of the creditenhancement available in the form of subordination,overcollateralization, a reserve account, and available excessspread. Our preliminary ratings also reflect our view of WyndhamConsumer Finance Inc.'s servicing ability and experience inthe timeshare market," S&P said.

Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying acredit rating relating to an asset-backed security as defined inthe Rule, to include a description of the representations,warranties and enforcement mechanisms available to investors and adescription of how they differ from the representations,warranties and enforcement mechanisms in issuances of similarsecurities.

The Standard & Poor's 17g-7 Disclosure Report included in thiscredit rating report is available at

$38,000,000 6.500% STRATS, Series 2004-2, Class A-1 Certificates;Downgraded to B3 and Remains On Review for Possible Downgrade;Previously on October 18, 2011 Downgraded to B2 and Placed UnderReview for Possible Downgrade

RATINGS RATIONALE

The transaction is a structured note whose rating is based on therating of the Underlying Securities and the legal structure of thetransaction. The rating action is a result of the change of therating of $38,000,000 6.875% Notes due 2028 issued by SprintCapital Corporation which was downgraded to B3 and remains onreview for possible downgrade by Moody's on November 4, 2011.

The principal methodology used in this rating was "Moody'sApproach to Rating Repackaged Securities" published in April 2010.

T2 INCOME: Moody's Raises Class E Notes Rating to 'Ba1'-------------------------------------------------------Moody's Investors Service has upgraded the ratings of these notesissued by T2 Income Fund CLO I Ltd.:

According to Moody's, the rating actions taken on the notes areprimarily a result of applying Moody's revised CLO assumptionsdescribed in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011. The primary changes to themodeling assumptions include (1) a removal of the temporary 30%default probability macro stress implemented in February 2009 aswell as (2) increased BET liability stress factors and increasedrecovery rate assumptions.

The actions also reflect the consideration of credit improvementof the underlying portfolio since the last rating action inSeptember 2010. Based on the trustee report dated October 4, 2011,the weighted average rating factor is currently 2789 compared to2995 in August 2010.

Due to the impact of revised and updated key assumptionsreferenced in "Moody's Approach to Rating Collateralized LoanObligations" published in June 2011, key model inputs used byMoody's in its analysis, such as par, weighted average ratingfactor, diversity score, and weighted average recovery rate, maybe different from the trustee's reported numbers. In its basecase, Moody's analyzed the underlying collateral pool to have aperforming par and principal proceeds balance of $298.2 million,defaulted par of $3.2 million, a weighted average defaultprobability of 28.12% (implying a WARF of 3599), a weightedaverage recovery rate upon default of 47.67%, and a diversityscore of 25. The default and recovery properties of the collateralpool are incorporated in cash flow model analysis where they aresubject to stresses as a function of the target rating of each CLOliability being reviewed. The default probability is derived fromthe credit quality of the collateral pool and Moody's expectationof the remaining life of the collateral pool. The average recoveryrate to be realized on future defaults is based primarily on theseniority of the assets in the collateral pool. In each case,historical and market performance trends and collateral managerlatitude for trading the collateral are also factors.

T2 Income Fund CLO I Ltd., issued in July 2007, is acollateralized loan obligation backed primarily by a portfolio ofsenior secured loans with significant exposure to senior securedloans of middle market issuers.

The principal methodology used in this rating was "Moody'sApproach to Rating Collateralized Loan Obligations" published inJune 2011.

Moody's modeled the transaction using the Binomial ExpansionTechnique, as described in Section 2.3.2.1 of the "Moody'sApproach to Rating Collateralized Loan Obligations" ratingmethodology published in June 2011.

Moody's notes that this transaction is subject to a high level ofmacroeconomic uncertainty, as evidenced by 1) uncertainties ofcredit conditions in the general economy and 2) the largeconcentration of speculative-grade debt maturing between 2013 and2015 which may create challenges for issuers to refinance. CDOnotes' performance may also be impacted by 1) the manager'sinvestment strategy and behavior and 2) divergence in legalinterpretation of CDO documentation by different transactionalparties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Weighted average life: The notes' ratings are sensitive to theweighted average life assumption of the portfolio, which may beextended due to the manager's decision to reinvest into new issueloans or other loans with longer maturities and/or participate inamend-to-extend offerings. Moody's tested for a possible extensionof the actual weighted average life in its analysis.

2) Collateral quality metrics: The deal is allowed to reinvest andthe manager has the ability to deteriorate the collateral qualitymetrics' existing cushions against the covenant levels. Moody'sgenerally analyzes the impact of assuming the worse of reportedand covenanted values for weighted average rating factor, weightedaverage spread, weighted average coupon, and diversity score.However, as part of the base case, Moody's considered spread levelhigher than the covenant level and weighted average rating factorlower than the covenant level due to the large difference betweenthe reported and covenant levels.

3) Exposure to credit estimates: The deal is exposed to a largenumber of securities whose default probabilities are assessedthrough credit estimates. In the event that Moody's is notprovided with necessary information to update the credit estimatesin a timely fashion, the transaction may be impacted by anydefault probability stresses Moody's may assume in lieu of updatedcredit estimates.

Since the last review in December 2010, approximately 19% of thecollateral has been downgraded while 5.1% has been upgraded.Currently, 32% of the portfolio has a Fitch derived rating belowinvestment grade and 17.6% has a rating in the 'CCC' category andbelow, compared to 29.1% and 10.5%, respectively, at the lastreview. Additionally, interest shortfalls on the underlyingcollateral have increased to 10% from 7.9% at the last review.Over this period, the class A-1MM notes have received $21 millionin paydowns.

This transaction was analyzed under the framework described in thereport 'Global Rating Criteria for Structured Finance CDOs' usingthe Portfolio Credit Model (PCM) for projecting future defaultlevels for the underlying portfolio. The default levels were thencompared to the breakeven levels generated by Fitch's cash flowmodel of the CDO under the various default timing and interestrate stress scenarios, as described in the report 'Global Criteriafor Cash Flow Analysis in CDOs'. Fitch also analyzed thestructure's sensitivity to the assets that are distressed,experiencing interest shortfalls, and those with near termmaturities. Based on this analysis, the class A through D notes'breakeven rates in Fitch's cash flow model are generallyconsistent with the ratings assigned below.

For the class E notes, Fitch analyzed the class' sensitivity tothe default of the distressed assets ('CCC' and below). Given thehigh probability of default of the underlying assets and theexpected limited recovery prospects upon default, the class Enotes have been affirmed at 'Csf', indicating that default isinevitable. The class E notes are currently receiving interestpaid in kind (PIK) whereby the principal amount of the notes iswritten up by the amount of interest due.

The Stable Outlook on the class A-1MM notes reflects Fitch'sexpectation that the notes will continue to delever. The NegativeOutlook on the class B and C notes reflects Fitch's expectationthat the underlying CMBS loans will continue to face refinancerisk.

According to Moody's, the rating upgrade actions taken areprimarily the result of significant deleveraging of the Class A-1Anotes and the improvement in the credit quality of the underlyingportfolio. The deleveraging is due to significant pay down of theClass A-1A notes, which has received about $48 million since thelast rating action due to overcollateralization tests failure. The$48 million of pay down came from a combination of excess interestproceeds, sales and redemptions of underlying assets. Theimprovement in credit quality of the portfolio is indicated by aweighted average rating factor (WARF) decrease to 1400, from 1732,as of the last rating action date.

Moody's has also observed an improvement in theovercollateralization levels. Since the last rating action,four assets have been redeemed at par and the sales proceedswere used to cure the coverage tests by paying down the ClassA-1A notes. Moreover, interest proceeds are also used to paydown Class A-1A notes due to failure of the coverage tests. Asof the latest trustee report dated October 15, 2011, the Class AOvercollateralization Test is still failing at 118.70% (limit139.40%), and the Class B Overcollateralization Test is stillfailing at 74.51% (limit 103.10%), versus 115.74% and 79.80%respectively, as reported by the trustee as of May 8, 2010, valuesthat were used for the last rating action.

Trapeza CDO VI, Ltd., issued on April 20, 2004, is acollateralized debt obligation backed by a portfolio of bank trustpreferred securities (the 'TRUP CDO'). On July 13, 2010, the lastrating action date, Moody's downgraded three classes of notes as aresult of the deterioration in the credit quality of thetransaction's underlying portfolio.

In Moody's opinion, the banking sector outlook continues to remainnegative although there have been some recent signs ofstabilization. The pace of bank failures in 2011 has declinedcompared to 2009 and 2010, and some of the previously deferringbanks have resumed interest payment on their trust preferredsecurities.

The portfolio of this CDO is mainly composed of trust preferredsecurities issued by small to medium sized U.S. community banksthat are generally not publicly rated by Moody's. To evaluatetheir credit quality, Moody's uses the RiskCalc model, aneconometric model developed by Moody's KMV, to derive creditscores for these non-publicly rated bank trust preferredsecurities. Moody's evaluation of the credit risk for a majorityof bank obligors in the pool relies on FDIC financial datareceived as of Q2-2011. Moody's also evaluates the sensitivity ofthe rated transactions to the volatility of the credit estimates,as described in Moody's Rating Implementation Guidance "UpdatedApproach to the Usage of Credit Estimates in Rated Transactions,"October 2009.

Moody's performed a number of sensitivity analyses of the resultsto some of the key factors driving the ratings. Amongst these arean analysis of how much in additional defaults and how much of anincrease in WARF are needed for the current ratings to bebreached. Moody's also examined the likelihood that currentdeferring bank TruPS will resume interest payments.

In addition to the quantitative factors that are explicitlymodeled, qualitative factors are part of rating committeeconsiderations. Moody's also considers the structural protectionsin the transaction, the risk of triggering an Event of Default,the recent deal performance in the current market conditions, thelegal environment, and specific documentation features. Allinformation available to rating committees, includingmacroeconomic forecasts, input from other Moody's analyticalgroups, market factors and judgments regarding the nature andseverity of credit stress on the transactions, may influence thefinal rating decision.

The principal methodology used in this rating was "Moody'sApproach to Rating TRUP CDOs" published in May 2011.

Due to the impact of revised and updated key assumptionsreferenced in these rating methodologies, key model inputs used byMoody's in its analysis, such as par, weighted average ratingfactor, Moody's Asset Correlation, and weighted average recoveryrate, may be different from the trustee's reported numbers. Thetransaction's portfolio was modeled, according to Moody's ratingapproach, using CDOROM v.2.8 to develop the default distributionfrom which the Moody's Asset Correlation parameter was obtained.This parameter was then used as an input in a cash flow modelusing CDOEdge. CDOROM v.2.8 is available on moodys.com underProducts and Solutions -- Analytical models, upon return of asigned free license agreement.

"Our rating actions follow our analysis of the transactionprimarily using our U.S. conduit/fusion CMBS criteria, the dealstructure, and the liquidity available to the trust. Thedowngrades reflect credit support erosion that we anticipate willoccur upon the eventual resolution of 19 ($297.0 million, 11.9%)of the 21 specially serviced assets ($431.5 million, 17.3%) andfour loans ($89.8 million, 3.6%) that we determined to be credit-impaired. We also considered monthly interest shortfalls affectingthe trust and the potential for additional interest shortfalls dueto revised appraisal reduction amounts (ARAs) on the speciallyserviced assets. We lowered our rating on the class J certificateto 'D (sf)' because we believe the accumulated interest shortfallswill remain outstanding for the foreseeable future," S&P stated.

The affirmed ratings on the principal and interest certificatesreflect subordination and liquidity support levels that areconsistent with the outstanding ratings. "We affirmed our 'AAA(sf)' ratings on the class XC and X-P interest-only certificatesbased on our current criteria," S&P related.

"Our analysis included a review of the credit characteristicsof the remaining assets in the pool. Using servicer-providedfinancial information, we calculated an adjusted debt servicecoverage (DSC) of 1.23x and a loan-to-value (LTV) ratio of 112.8%.We further stressed the loans' cash flows under our 'AAA' scenarioto yield a weighted average DSC of 0.83x and an LTV ratio of157.0%. The implied defaults and loss severity under the 'AAA'scenario were 95.9% and 36.9%, respectively. The DSC and LTVcalculations noted above exclude 19 ($297.0 million, 11.9%) of the21 specially serviced assets ($431.5 million, 17.3%) and fourloans ($89.8 million, 3.6%) that we determined to be credit-impaired. We separately estimated losses for these speciallyserviced and credit-impaired assets and included them in our 'AAA'scenario implied default and loss severity figures," S&P said.

As of the Oct. 17, 2011 trustee remittance report, the trustexperienced monthly interest shortfalls totaling $144,415primarily related to appraisal subordinate entitlement reduction(ASER) amounts of $193,301 and special servicing fees of $92,073.The interest shortfalls were reduced by an $186,432 ASER recoverythis period. The interest shortfalls affected all classessubordinate to and including class J. "Class J experiencedcumulative interest shortfalls for four months and we expectthese interest shortfalls to continue in the near term.Consequently, we downgraded class J to 'D (sf)'," S&P said.

Credit Considerations

As of the Oct. 17, 2011 trustee remittance report, 21 assets($431.5 million, 17.3%) in the pool were with the specialservicer, LNR Partners LLC (LNR). The reported payment statusof the specially serviced assets as of the October 2011trustee remittance report is: four are real estate owned (REO;$57.1 million, 2.3%), one is in foreclosure ($12.3 million, 0.5%),six are 90-plus-days delinquent ($47.1 million, 1.9%), one is 60days delinquent ($35.6 million, 1.4%), one is 30 days delinquent($9.7 million, 0.4%), four are less than 30 days delinquent($69.8 million, 2.8%), one is current ($123.3 million, 5.0%), andthree are matured balloon loans ($76.6 million, 3.0%). ARAstotaling $53.6 million are in effect against 13 of the speciallyserviced assets. Details of the three largest specially servicedassets, one of which is a top 10 asset, are:

The BlueLinx Holdings Pool loan ($123.3 million, 5.0%), thefifth-largest asset in the pool, consists of 57 master leasedindustrial/distribution facilities and one office propertytotaling 9.0 million sq. ft. in 36 U.S. states. The loan wastransferred to the special servicer on June 9, 2011, due toimminent default. LNR indicated that the loan has since beenmodified and the reported payment status is current. Themodification terms include, but are not limited to, changingthe transfer provision of the loan documents and paying downthe principal trust balance. The reported DSC was 1.43x as ofyear-end 2010.

The Sierra Health Services loan ($50.7 million, 2.0%) is securedby a 204,123-sq.-ft. suburban office building in Las Vegas. Theloan was transferred to LNR on Aug. 12, 2011, due to imminentmaturity default. The loan matured on Aug. 11, 2011. LNR statedthat it is currently negotiating a forbearance agreement whilepursuing receivership and/or foreclosure. The current reportedoccupancy is 100% and the reported DSC was 1.75x as of year-end2010. "We expect a moderate loss, if any, upon the eventualresolution of this loan," S&P said.

The National Bank Plaza loan ($35.6 million, 1.4%) is secured by a266,166-sq.-ft. suburban office building in Phoenix, Ariz. Theloan, with a reported 60-days-delinquent payment status, wastransferred to the special servicer on May 3, 2011, due toimminent default. LNR indicated that it is exploring variousworkout strategies, including a loan modification. The reportedDSC and occupancy were 0.77x and 72.7% for the six months endedJune 30, 2011. "We expect a moderate loss upon the eventualresolution of this loan," S&P said.

The 18 remaining specially serviced assets have individualbalances that represent less than 1.0% of the trust balance. ARAstotaling $53.6 million are in effect against 13 of these assets."We estimated losses for 17 of the 18 assets, arriving at aweighted-average loss severity of 37.6%. For the remaining loan,LNR indicated that it is in discussions with the borrower fora loan modification," S&P related.

"Subsequent to the Oct. 17, 2011 trustee remittance report,the master servicer informed us that the Glendale Center loan($125.0 million, 5.0%), the fourth-largest asset in the pool, wasrecently transferred to the special servicer due to imminentdefault. According to the master servicer, the borrower indicatedthat it will not fund projected operating shortfalls due to rentabatements for the largest tenant. The loan is secured by a382,841-sq.-ft. office building in Glendale, Calif. The masterservicer reported a 1.11x DSC for the six months ended June 30,2011, and occupancy was 100%, according to the Aug. 31, 2011 rentroll," S&P related.

"In addition to the specially serviced assets, we determined fourloans ($89.8 million, 3.6%) to be credit-impaired primarily due todelinquent payment status and/or a low reported DSC. The masterservicer indicated that three of four loans have recently beentransferred to the special servicer," S&P said. As a result, S&Pview these four loans to be at an increased risk of default andloss. Details on these four loans are:

The Beverly Hills Office Pool loan ($47.0 million, 1.9%) issecured by three suburban office properties totaling 208,872 sq.ft. in Beverly Hills, Calif. The master servicer stated that theloan, which has a reported 60-days-delinquent payment status, wastransferred to the special servicer on Oct. 18, 2011, due topayment default. The reported DSC and occupancy were0.73x and 61.6% as of year-end 2010.

The Regency Park Shopping Center loan ($25.2 million, 1.0%) issecured by a 201,974-sq.-ft. retail center in Overland, Kan. "Theloan has a reported less-than-30-days-delinquent payment status.The master servicer recently informed us that the loan wastransferred to LNR on Oct. 31, 2011, due to imminent default. Thereported DSC was 0.93x for the six months ended June 30,2011, and reported occupancy was 72.7% as of March 2011," S&Psaid.

The 101 North Monroe Street loan ($16.5 million, 0.7%) is securedby a 109,564-sq.-ft. office building in Tallahassee, Fla. Theloan's reported payment status is current. The master servicerstated that the loan was recently transferred to LNR on Oct. 31,2011, due to imminent default. This is because the largest tenantthat occupied 17.0% of the net rentable area vacated the propertyafter its lease expired on Oct. 31, 2011. The reported DSC was1.15x as of year-end 2010 and the reported occupancy was 81.4% asof June 2011.

The Quality Inn & Suites - Hickory, NC loan ($1.1 million) issecured by a 100-room limited-service hotel in Hickory, N.C. Theloan, which has a reported less-than-30-days-delinquent paymentstatus, has a reported cash flow that was insufficient to payoperating expenses and the reported occupancy was 26.6% asof year-end 2010.

Transaction Summary

As of the Oct. 17, 2011 trustee remittance report, the collateralpool balance was $2.5 billion, which is 80.9% of the balance atissuance. The pool consists of 133 loans and four REO assets, downfrom 162 loans at issuance. The master servicer, Wells Fargo BankN.A. (Wells Fargo), provided financial information for 95.9% ofthe loans in the pool, of which 87.2% was partial- or full-year2010 data.

"We calculated a weighted average DSC of 1.28x for the loans inthe pool based on the servicer-reported figures. Our adjusted DSCand LTV ratio were 1.23x and 112.8%. Our adjusted DSC and LTVfigures excluded 19 ($297.0 million, 11.9%) of the 21 speciallyserviced assets in the trust ($431.5 million, 17.3%) and fourloans ($89.8 million, 3.6%) that we determined to be credit-impaired. We separately estimated losses for these speciallyserviced and credit-impaired assets and included them in our'AAA' scenario implied default and loss severity figures. Thetransaction has experienced $87.9 million in principal losses from10 assets to date. Thirty-two loans ($705.2 million, 28.3%) in thepool are on the master servicer's watchlist. Twenty-four loans($301.3 million, 12.1%) have a reported DSC of less than 1.00x and10 loans ($286.4 million, 11.5%) have a reported DSC between 1.00xand 1.10x," S&P related.

Summary of Top 10 Assets

"The top 10 assets have an aggregate outstanding balance of$1.1 billion (42.5%). Using servicer-reported numbers, wecalculated a weighted average DSC of 1.31x for the top 10 assets.Two ($248.3 million, 10.0%) of the top 10 assets are currentlywith the special servicer. In addition, three ($259.1 million,10.4%) of the top 10 assets are on Wells Fargo's watchlist, whichwe discuss below. Our adjusted DSC and LTV ratio for the top 10assets were 1.15x and 118.2%," S&P said.

The RLJ Hotel Pool loan, the third-largest asset in the pool, hasa $494.8 million whole loan balance that is split into eight paripassu pieces, $143.3 million of which makes up 5.8% of the trustbalance. The loan is secured by 43 hotels totaling 5,429 rooms ineight U.S. states. The loan is on Wells Fargo's watchlist due to alow reported combined DSC, which was 1.05x for the 12 months endedJune 30, 2011. The reported combined occupancy was 66.5% for thesame period.

The Pan Am Building loan ($60.0 million, 2.4%), the ninth-largestasset in the pool, is secured by a 210,670-sq.-ft. office buildingin Honolulu, Hawaii. The loan is on Wells Fargo's watchlist due toa low reported DSC, which was 0.94x for the six months ended June30, 2011. The reported occupancy was 85.4% as of June 2011.

The Embassy Suites - South Lake Tahoe, CA loan ($55.8 million,2.2%), the 10th-largest asset in the pool, is secured by a 400-room full-service hotel in South Lake Tahoe, Calif. The loan is onWells Fargo's watchlist due to a low reported DSC, which was 0.44xfor the six months ended June 30, 2011. The reported occupancy was55.0% for the same period.

"We stressed the collateral in the pool according to our currentcriteria. The resultant credit enhancement levels are consistentwith our lowered and affirmed ratings," S&P said.

The downgrades are due to higher expected losses from speciallyserviced and troubled loans. The affirmations are due to keyparameters, including Moody's loan to value (LTV) ratio, Moody'sstressed debt service coverage ratio (DSCR) and the HerfindahlIndex (Herf), remaining within acceptable ranges. Based on Moody'scurrent base expected loss, the credit enhancement levels for theaffirmed classes are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of10.9% of the current balance. At last full review, Moody'scumulative base expected loss was 10.1%. Moody's stressed scenarioloss is 21.3% of the current balance. Depending on the timing ofloan payoffs and the severity and timing of losses from speciallyserviced loans, the credit enhancement level for investment gradeclasses could decline below the current levels. If futureperformance materially declines, the expected level of creditenhancement and the priority in the cash flow waterfall may beinsufficient for the current ratings of these classes.

The performance expectations for a given variable indicate Moody'sforward-looking view of the likely range of performance over themedium term. From time to time, Moody's may, if warranted, changethese expectations. Performance that falls outside the given rangemay indicate that the collateral's credit quality is stronger orweaker than Moody's had anticipated when the related securitiesratings were issued. Even so, a deviation from the expected rangewill not necessarily result in a rating action nor doesperformance within expectations preclude such actions. Thedecision to take (or not take) a rating action is dependent on anassessment of a range of factors including, but not exclusively,the performance metrics. Primary sources of assumption uncertaintyare the current sluggish macroeconomic environment and performancein the commercial real estate property markets. While commercialreal estate property markets are gaining momentum, a consistentupward trend will not be evident until the volume of transactionsincreases, distressed properties are cleared from the pipeline andjob creation rebounds. The hotel and multifamily sectors arecontinuing to show signs of recovery through the first half of2011, while recovery in the non-core office and retail sectors aretied to pace of recovery of the broader economy. Core officemarkets are showing signs of recovery through lending and leasingactivity. The availability of debt capital continues to improvewith terms returning toward market norms. Moody's central globalmacroeconomic scenario reflects an overall sluggish recovery asthe most likely scenario through 2012, amidst ongoing individual,corporate and governmental deleveraging, persistent unemployment,and government budget considerations, however the downside risksto the outlook have risen since last quarter.

The principal methodology used in this rating was "Moody'sApproach to Rating Fusion U.S. CMBS Transactions" published inApril 2005.

Moody's review incorporated the use of the Excel-based CMBSConduit Model v 2.60 which is used for both conduit and fusiontransactions. Conduit model results at the Aa2 (sf) level aredriven by property type, Moody's actual and stressed DSCR, andMoody's property quality grade (which reflects the capitalizationrate used by Moody's to estimate Moody's value). Conduit modelresults at the B2 (sf) level are driven by a paydown analysisbased on the individual loan level Moody's LTV ratio. Moody'sHerfindahl score (Herf), a measure of loan level diversity, is aprimary determinant of pool level diversity and has a greaterimpact on senior certificates. Other concentrations andcorrelations may be considered in Moody's analysis. Based on themodel pooled credit enhancement levels at Aa2 (sf) and B2 (sf),the remaining conduit classes are either interpolated betweenthese two data points or determined based on a multiple or ratioof either of these two data points. For fusion deals, the creditenhancement for loans with investment-grade credit estimates ismelded with the conduit model credit enhancement into an overallmodel result. Fusion loan credit enhancement is based on theunderlying rating of the loan which corresponds to a range ofcredit enhancement levels. Actual fusion credit enhancement levelsare selected based on loan level diversity, pool leverage andother concentrations and correlations within the pool. Negativepooling, or adding credit enhancement at the underlying ratinglevel, is incorporated for loans with similar credit estimates inthe same transaction.

Moody's uses a variation of Herf to measure diversity of loansize, where a higher number represents greater diversity. Loanconcentration has an important bearing on potential ratingvolatility, including risk of multiple notch downgrades underadverse circumstances. The credit neutral Herf score is 40. Thepool has a Herf of 42, the same as at at Moody's prior review.

Moody's ratings are determined by a committee process thatconsiders both quantitative and qualitative factors. Therefore,the rating outcome may differ from the model output.

The rating action is a result of Moody's on-going surveillance ofcommercial mortgage backed securities (CMBS) transactions. Moody'smonitors transactions on a monthly basis through two sets ofquantitative tools -- MOST(R) (Moody's Surveillance Trends) andCMM (Commercial Mortgage Metrics) on Trepp -- and on a periodicbasis through a comprehensive review.

DEAL PERFORMANCE

As of the October 17, 2011 distribution date, the transaction'saggregate certificate balance has decreased by 7% to $2.35 billionfrom $2.53 billion at securitization. The Certificates arecollateralized by 143 mortgage loans ranging in size from lessthan 1% to 7% of the pool, with the top ten loans representing 32%of the pool. Three loans, representing 4% of the pool, haveinvestment grade credit estimates. Two loans, representing 0.5% ofthe pool, have defeased and are secured by U.S. Governmentsecurities.

Seventeen loans, representing 10% of the pool, are on the masterservicer's watchlist. The watchlist includes loans which meetcertain portfolio review guidelines established as part of the CREFinance Council (CREFC) monthly reporting package. As part ofMoody's ongoing monitoring of a transaction, Moody's reviews thewatchlist to assess which loans have material issues that couldimpact performance.

Three loans have been liquidated from the pool, resulting in arealized loss of $22.5 million (47% loss severity). Currently 14loans, representing 17% of the pool, are in special servicing. Thelargest specially serviced loan is the Westin Casuarina Hotel &Spa Loan ($146.0 million -- 6.2% of the pool) which is secured byan 826-room luxury hotel spa and casino located in Las Vegas,Nevada. The loan was transferred to special servicing March 2010due to poor financial performance and is presently in foreclosureproceedings. The master servicer has recognized an aggregate$190.2 million appraisal reduction for the specially servicedloans. Moody's has estimated an aggregate $198.4 million loss (48%expected loss on average) for all of the specially serviced loans.

Moody's has assumed a high default probability for six poorlyperforming loans representing 4% of the pool. Moody's hasestimated a $16.8 million loss (20% expected loss based on a 50%probability default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011operating results for 86% and 90%, respectively, of the performingpool. Excluding specially serviced and troubled loans, Moody'sweighted average LTV for the conduit component is 100% compared to98% at Moody's prior review. Moody's net cash flow reflects aweighted average haircut of 10% to the most recently available netoperating income. Moody's value reflects a weighted averagecapitalization rate of 9.0%.

Excluding specially serviced and troubled loans, Moody's actualand stressed DSCRs for the conduit component are 1.45X and 1.00X,respectively, compared 1.57X and 1.03 X at last review. Moody'sactual DSCR is based on Moody's net cash flow (NCF) and the loan'sactual debt service. Moody's stressed DSCR is based on Moody's NCFand a 9.25% stressed rate applied to the loan balance.

The largest loan with a credit estimate is the Metro Pointe atSouth Coast Loan ($51.7 million -- 2.2% of the pool), which issecured by a leasehold interest on a 386,000 square foot (SF)retail center located in Costa Mesa, California. The property was99% leased as of June 2011, essentially the same as at lastreview. Moody's current credit estimate and stressed DSCR are Aa1and 2.12X, respectively, compared to Aa1 and 2.15X at last review.

The second loan with a credit estimate is the Shoppes at EastChase Loan ($26.3 million -- 1.1% of the pool), which is securedby a 364,400 SF retail center located in Montgomery, Alabama. Theproperty was 81% leased as of January 2011, compared to 87% atlast review. Financial performance remains stable. Moody's currentcredit estimate and stressed DSCR are A3 and 1.69X, compared to A3and 1.71X at last review.

The third loan with a credit estimate is the 1201 Broadway Loan($10.8 million -- 0.5% of the pool) which is secured by a 132,000SF office building located in New York, New York. The property was93% leased as of July 2011, compared to 92% at last review.Moody's current credit estimate and stressed DSCR are Aa2 and2.06X, respectively, compared to Aa2 and 2.08X at last review.

The top three performing conduit loans represent 19% of the pool.The largest loan is the Hyatt Center Loan ($160.6 million -- 6.9%of the pool), which represents a 50% participation interest in afirst mortgage loan. The loan is secured by a 1.5 million SF ClassA office building located in Chicago, Illinois. The loan isstructured with a revolving mezzanine loan, and Moody's hasaccounted for the additional debt in its analysis. The propertywas 94% leased as of July 2011 compared to 95% as last review. Theloan had a 60-month interest-only period, and is now amortizing ona 360-month schedule. Moody's LTV and stressed DSCR are 87% and1.05X, respectively, compared to 87% and 1.06X at last review.

The second largest loan is the Extra Space PRISA Pool Loan($145 million -- 6.2% of the pool), which is secured by 22,717self storage units at 35 properties located in 18 states thatare cross-collateralized and cross-defaulted. The portfolio'sperformance is stable. The loan is interest-only throughout theseven-year loan term. Moody's LTV and stressed DSCR are 80% and1.25X, respectively, compared to 80% and 1.22X at last review.

The third largest conduit loan is the Abbey Pool II Loan($134.8 million -- 5.8%), which is secured by a portfolio of14 (originally 16) retail, office, industrial and mixed-useproperties totaling 1.3 million SF. Two of the properties havedefeased and all of the properties are located in California.The portfolio was 86% leased as of March 2011, the same as atlast review. Moody's LTV and stressed DSCR are 105% and 0.97X,respectively, compared to 100% and 1.03X at last review.

* S&P Affirms Ratings on 1,140 Classes from 259 US RMBS Deals-------------------------------------------------------------Standard & Poor's Ratings Services affirmed its ratings on 1,140classes from 259 U.S. residential mortgage-backed securities(RMBS) transactions and removed seven of them from CreditWatchwith negative implications. "Concurrently, our ratings on 10classes from seven of the transactions will remain on CreditWatchnegative because they are insured by Assured Guaranty Corp. orAssured Guaranty Municipal Corp. We also withdrew our ratings onthree classes from three transactions because they have been paidin full," S&P said.

"In our review of these transactions, we applied the assumptionswe discussed in 'Methodology And Assumptions For U.S. RMBS IssuedBefore 2005,' published on March 12, 2009, on RatingsDirect on theGlobal Credit Portal, at www.globalcreditportal.com," S&P said.

"The affirmed ratings reflect our belief that the amount ofavailable projected credit enhancement is sufficient to cover thecurrent projected losses at their current rating levels. Certainclasses that benefit from a bond insurance policy reflect thehigher of the rating on the bond insurer and the tranche'sunderlying rating," S&P related.

"To assess the creditworthiness of each class, we review therespective transaction's ability to withstand additional creditdeterioration and the effect that projected losses will have oneach class," S&P stated.

Subordination, any applicable overcollateralization, bondinsurance, and excess spread provide credit support for thetransactions in this review. The underlying collateral for thesetransactions consists of Alternative-A, prime jumbo, and subprimemortgage loans.

* S&P Lowers Ratings on 5 Sprint-Related Transactions to 'B+'-------------------------------------------------------------Standard & Poor's Ratings Services lowered its ratings on sixclasses from five Sprint Capital Corp.-related repack transactionsto 'B+' from 'BB-'. "At the same time, we removed the ratings fromCreditWatch, where we placed them with negative implications onOct. 17, 2011," S&P related.

All of the transactions are pass-through structures. The ratingson the transactions are dependent on the ratings on one of thefollowing underlying securities (see the ratings list for moredetailed information): Sprint Capital Corp.'s 6.875% notes dueNov. 15, 2028 ('B+'); and Sprint Capital Corp.'s 8.75% notes dueMarch 15, 2032 ('B+').

"The downgrades follow our Nov. 4, 2011, lowering of our ratingson the two underlying securities to 'B+' from 'BB-' and theirremoval from CreditWatch with negative implications. We may takesubsequent rating actions on these transactions due to changes inour ratings on the underlying securities," S&P related.

Monday's edition of the TCR delivers a list of indicative pricesfor bond issues that reportedly trade well below par. Prices areobtained by TCR editors from a variety of outside sources duringthe prior week we think are reliable. Those sources may not,however, be complete or accurate. The Monday Bond Pricing tableis compiled on the Friday prior to publication. Prices reportedare not intended to reflect actual trades. Prices for actualtrades are probably different. Our objective is to shareinformation, not make markets in publicly traded securities.Nothing in the TCR constitutes an offer or solicitation to buy orsell any security of any kind. It is likely that some entityaffiliated with a TCR editor holds some position in the issuers"public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies withinsolvent balance sheets whose shares trade higher than $3 pershare in public markets. At first glance, this list may look likethe definitive compilation of stocks that are ideal to sell short.Don't be fooled. Assets, for example, reported at historical costnet of depreciation may understate the true value of a firm'sassets. A company may establish reserves on its balance sheet forliabilities that may never materialize. The prices at whichequity securities trade in public market are determined by morethan a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in eachWednesday's edition of the TCR. Submissions about insolvency-related conferences are encouraged. Send announcements toconferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filedChapter 11 cases involving less than $1,000,000 in assets andliabilities delivered to nation's bankruptcy courts. The listincludes links to freely downloadable images of these small-dollarpetitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book ofinterest to troubled company professionals. All titles areavailable at your local bookstore or through Amazon.com. Go tohttp://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday editionof the TCR.

The Sunday TCR delivers securitization rating news from the weekthen-ending.

For copies of court documents filed in the District of Delaware,please contact Vito at Parcels, Inc., at 302-658-9911. Forbankruptcy documents filed in cases pending outside the Districtof Delaware, contact Ken Troubh at Nationwide Research &Consulting at 207/791-2852.

This material is copyrighted and any commercial use, resale orpublication in any form (including e-mail forwarding, electronicre-mailing and photocopying) is strictly prohibited without priorwritten permission of the publishers. Information containedherein is obtained from sources believed to be reliable, but isnot guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the samefirm for the term of the initial subscription or balance thereofare $25 each. For subscription information, contact ChristopherBeard at 240/629-3300.